0001047469-13-006653 Sample Contracts

AMENDED AND RESTATED OPERATING AGREEMENT OF NP DURANGO LLC a Nevada limited liability company
Operating Agreement • May 31st, 2013 • SC Sonoma Management, LLC • Hotels & motels • Nevada

This Amended and Restated Operating Agreement (this “Agreement”) of NP Durango LLC, a Nevada limited liability company (the “Company”), is made, adopted and entered into as of June 16, 2011 (the “Effective Date”), by NP Opco LLC, a Nevada limited liability company (the “Member”), which is the sole member of the Company, with reference to the recitals set forth below.

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STATION CALIFORNIA, LLC a California limited liability company
Limited Liability Company Agreement • May 31st, 2013 • SC Sonoma Management, LLC • Hotels & motels • Delaware

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Station California, LLC, a California limited liability company (the “Company”), is made, adopted and entered into as of September 26, 2012 (the “Effective Date”), by NP Opco LLC, a Nevada limited liability company (the “Member”), which is the sole member of the Company, with reference to the recitals set forth below.

AMENDED AND RESTATED OPERATING AGREEMENT OF NP IP HOLDINGS LLC
Operating Agreement • May 31st, 2013 • SC Sonoma Management, LLC • Hotels & motels • Nevada

This Amended and Restated Operating Agreement (together with the schedules attached hereto, as amended, modified or supplemented from time to time, this “Agreement”) of NP IP Holdings LLC, a Nevada limited liability company (the “Company”), is entered into as of June 16, 2011 (the “Effective Date”) by Station Casinos LLC, a Nevada limited liability company (the “New Propco Member”), Deutsche Bank AG Cayman Islands Branch (the “Opco Agent Member”) and Deutsche Bank AG Cayman Islands Branch (the “Propco Agent Member” and together with New Propco Member and Opco Agent Member, the “Members”) as all of the members of the Company. Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A hereto.

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