0001104659-05-010955 Sample Contracts

AMENDED AND RESTATED COMPLETION GUARANTY
Completion Guaranty • March 15th, 2005 • Station Casinos Inc • Services-miscellaneous amusement & recreation • California

This Amended and Restated Completion Guaranty (“Completion Guaranty”) is made as of December 17, 2004 by Station Casinos, Inc., a Nevada corporation (“Station”), GCR Gaming, LLC, a Nevada limited liability company (“GCR Gaming”), and GV Ranch Station, Inc., a Nevada corporation (“GV Ranch Station”), jointly and severally in favor of Bank of America, N.A., as Administrative Agent (“Administrative Agent”) for the benefit of the Lenders under the Second Amended and Restated Loan Agreement described below. Station, GCR Gaming and GV Ranch Station are each referred to herein as a “Completion Guarantor” and collectively, as “Completion Guarantors”. Capitalized terms used but not defined herein shall have the meanings defined for those terms in the Loan Agreement described below.

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THIRD AMENDMENT TO OPERATING AGREEMENT GREEN VALLEY RANCH GAMING, LLC
Operating Agreement • March 15th, 2005 • Station Casinos Inc • Services-miscellaneous amusement & recreation

THIS THIRD AMENDMENT TO OPERATING AGREEMENT (this “Third Amendment”) is dated as of December 17, 2004 (the “Effective Date”), among GREEN VALLEY RANCH GAMING, LLC, a Nevada limited liability company (the “Company”), GCR GAMING, LLC, a Nevada limited liability company (“GCR”), GV RANCH STATION, INC., a Nevada corporation (“Station”), and a wholly-owned subsidiary of STATION CASINOS, INC., a Nevada Corporation (“Parent”) and Station in its capacity as Manager. GCR GAMING GUARANTOR, LLC, a Nevada limited liability company (“GCR Guarantor”) and Parent have executed and joined this Third Amendment for the purposes set forth below.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2005 • Station Casinos Inc • Services-miscellaneous amusement & recreation

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “First Amendment”) is made and entered into as of the 13th day of July, 2004, by and between STATION CASINOS, INC., a Nevada corporation, with its principal offices located at 2411 West Sahara Avenue, Las Vegas, Nevada 89102 (the “Company”), and SCOTT M NIELSON (the “Executive”).

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