0001104659-12-056073 Sample Contracts

MGM RESORTS INTERNATIONAL FORM OF RESTRICTED STOCK UNITS AGREEMENT
Restricted Stock Units Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • Nevada

This Agreement (including its Exhibit, the “Agreement”) is made by and between MGM Resorts International (formerly MGM MIRAGE), a Delaware corporation (the “Company”), and (the “Participant”) with an effective date of .

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MGM RESORTS INTERNATIONAL FORM OF PERFORMANCE SHARE UNITS AGREEMENT
Performance Share Units Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • Nevada

This Agreement (including its Exhibits, the “Agreement”) is made by and between MGM Resorts International (formerly MGM MIRAGE), a Delaware corporation (the “Company”), and (the “Participant”) with an effective date of .

MGM RESORTS INTERNATIONAL FORM OF FREESTANDING STOCK APPRECIATION RIGHT AGREEMENT
Freestanding Stock Appreciation Right Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • Nevada

This Agreement (including its Exhibit, the “Agreement”) is made by and between MGM Resorts International (formerly MGM MIRAGE), a Delaware corporation (the “Company”), and (the “Participant”) with an effective date of .

MGM RESORTS INTERNATIONAL FORM OF RESTRICTED STOCK UNITS AGREEMENT (NON- EMPLOYEE DIRECTOR)
Restricted Stock Units Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • Nevada

This Agreement (including its Exhibit, the “Agreement”) is made by and between MGM Resorts International (formerly MGM MIRAGE), a Delaware corporation (the “Company”), and (the “Participant”) with an effective date of .

AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF JOINT VENTURE OF CIRCUS AND ELDORADO JOINT VENTURE
Joint Venture Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • Nevada

This Amendment to Amended and Restated Agreement of Joint Venture of Circus and Eldorado Joint Venture (this “Amendment”) is dated as of May 14, 2012 by and between ELDORADO LIMITED LIABILITY COMPANY, a Nevada limited liability company (“E”), and GALLEON, INC., a Nevada corporation (“C” and together with “E”, the “Partners”).

SEVENTH AMENDED AND RESTATED LOAN AGREEMENT Dated as of February 24, 2012 among MGM RESORTS INTERNATIONAL, as Borrower and MGM GRAND DETROIT, LLC, as Co- Borrower The Lenders herein named and BANK OF AMERICA, N.A. as Administrative Agent MERRILL...
Loan Agreement • August 9th, 2012 • MGM Resorts International • Hotels & motels • New York

This Seventh Amended and Restated Loan Agreement (“Agreement”), dated as of February 24, 2012 is entered into by and among MGM RESORTS INTERNATIONAL, a Delaware corporation (“Borrower”), MGM Grand Detroit, LLC, a Delaware limited liability company (“Detroit”), as initial Co-Borrower, the Lenders referred to herein and Bank of America, N.A., as Administrative Agent, with reference to the following facts:

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