0001193125-06-055625 Sample Contracts

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”), dated as of March 15, 2006, is made and entered into among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Borrower”), the Wynn Amendment Parties (as hereinafter defined) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (in such capacity, the “Administrative Agent”) on behalf of the Lenders (as hereinafter defined).

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AGREEMENT FOR GUARANTEE MAXIMUM PRICE CONSTRUCTION SERVICES CHANGE ORDER
Change Order • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation

That certain Agreement for Guaranteed Maximum Price Construction Services between Owner and Contractor for Wynn Las Vegas fka Le Rêve dated as of June 4, 2002 (“Contract”) is hereby modified as follows:

THIRD AMENDMENT TO MASTER DISBURSEMENT AGREEMENT
Master Disbursement Agreement • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • New York

THIS MASTER DISBURSEMENT AGREEMENT (this “Agreement”), dated as of December 14, 2004, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, U.S. BANK NATIONAL ASSOCIATION, as the initial 2014 Notes Indenture Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

AGREEMENT FOR GUARANTEED MAXIMUM PRICE CONSTRUCTION SERVICES CHANGE ORDER
Change Order • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation

That certain Agreement for Guaranteed Maximum Price Construction Services between Owner and Contractor for Wynn Las Vegas (“Project”) dated as of June 4, 2002 (“Contract”) is hereby modified as follows:

AGREEMENT FOR GUARANTEED MAXIMUM PRICE CONSTRUCTION SERVICES CHANGE ORDER
Change Order • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation

That certain Agreement for Guaranteed Maximum Price Construction Services between Owner and Contractor for Wynn Las Vegas (“Project”) dated as of June 4, 2002 (“Contract”) is hereby modified as follows:

AGREEMENT
Agreement • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • Hong Kong

This agreement (this “Agreement”) is made and entered into as of the 4th day of March, 2006 by and among Wynn Resorts, Limited, a corporation organized and existing under the laws of the State of Nevada (“WRL”), Wynn Resorts (Macau) SA, a corporation organized and existing under the laws of the Macau Special Administrative Region (“Wynn Macau”), and Publishing and Broadcasting, Ltd., a corporation organized and existing under the laws of Australia (“PBL”). WRL, Wynn Macau and PBL are sometimes referred to individually as a “Party” and collectively as “Parties”.

ADDENDUM TO EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation

THIS ADDENDUM TO EMPLOYMENT AGREEMENT is made as of the 27th day of June 2005, by and between WORLDWIDE WYNN, LLC (“Employer”) and SCOTT PETERSON (“Employee”).

EMPLOYMENT AGREEMENT (“Agreement”) - by and between - WORLDWIDE WYNN, LLC, (“Employer”) - and - SCOTT PETERSON (“Employee”)
Employment Agreement • March 16th, 2006 • Wynn Resorts LTD • Services-miscellaneous amusement & recreation • Nevada

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into the 27th day of June 2005, by and between WORLDWIDE WYNN, LLC (“Employer”) and SCOTT PETERSON (“Employee”).

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