SECURITY AGREEMENT (Southwest Casino Corporation)Security Agreement • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services
THIS SECURITY AGREEMENT (this “Agreement”) is made as of this 20th day of October, 2005, by Southwest Casino Corporation, a Nevada corporation (the “Debtor”), in favor of CROWN BANK, a Minnesota state banking corporation (the “Secured Party”).
PERSONAL GUARANTY BYPersonal Guaranty • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
In consideration of and in order to induce Crown Bank, a Minnesota state banking corporation, with its banking house located in Minneapolis, Minnesota (the “Lender”), to extend financial accommodations to Southwest Casino and Hotel Corp., a Minnesota corporation, (the “Borrower”), pursuant to that certain Revolving Credit and Term Loan Agreement of even date herewith by and between the Lender and the Borrower (the “Credit Agreement”), and as evidenced by the Notes (as defined in the Credit Agreement) the undersigned (the “Guarantor”) hereby:
STOCK PLEDGE AGREEMENTStock Pledge Agreement • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
SOUTHWEST CASINO CORPORATION, a Minnesota corporation (“Southwest”), and (“Investor”) enter into this Registration Rights Agreement (“Agreement”) effective October 20, 2005 (Investor and each other Investor listed on Schedule 1 to this Agreement are referred to collectively as the “Investors”).
SOUTHWEST CASINO CORPORATION WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
This warrant (“Warrant”) certifies that (“Holder”), is entitled to purchase, subject to fulfillment of the terms and conditions in this Warrant (including, to the extent required, the approval of all state and federal regulatory authorities having jurisdiction over Southwest Casino Corporation (the “Company”)), from the Company at any time before 4:00 p.m. Minneapolis time on October 19, 2010 (the “Exercise Period”), shares of Common Stock of the Company (“Common Stock”) at the purchase price of $.50 per share. The number of shares of Common Stock Holder will receive upon exercise of this Warrant and the price to be paid for a share of Common Stock may be adjusted from time to time as stated in this Warrant. The shares of Common Stock deliverable upon exercise of this Warrant are sometimes referred to as “Warrant Shares” and the purchase price of each share of Common Stock under this Warrant is sometimes referred to as the “Exercise Price.” The term “Warrant” as used in this Warrant in
MEMBERSHIP INTEREST PLEDGE AGREEMENTMembership Interest Pledge Agreement • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
GUARANTY BY CORPORATIONGuaranty • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
This Guaranty, dated as of October 20, 2005, is made by Southwest Casino Corporation, a Nevada corporation (the “Guarantor”), for the benefit of Crown Bank, a Minnesota state banking corporation (with its participants, successors and assigns, the “Lender”).
GUARANTY BY TRUSTGuaranty • October 26th, 2005 • Southwest Casino Corp • Services-amusement & recreation services • Minnesota
This Guaranty, dated as of October 20, 2005, is made by the Trust (the “Guarantor”), for the benefit of Crown Bank, a Minnesota state banking corporation (with its participants, successors and assigns, the “Lender”).
