AMENDED AND RESTATED PURCHASE AGREEMENT Dated as of July 20, 2007 By and Among ELDORADO RESORTS LLC NGA ACQUISITIONCO, LLC and DONALD L. CARANO Relating To The Purchase and Sale of Membership Interests of Eldorado Resorts LLCPurchase Agreement • August 31st, 2007 • NGA Holdco, LLC • Investors, nec • Nevada
Contract Type FiledAugust 31st, 2007 Company Industry JurisdictionTHIS AMENDED AND RESTATED PURCHASE AGREEMENT (the “Agreement”) is entered into as of July 20, 2007, by and among ELDORADO RESORTS LLC, a Nevada limited liability company (the “Company”); NGA ACQUISITIONCO, LLC, a Nevada limited liability company (“Purchaser”); and DONALD L. CARANO (“Carano”) for the purpose of amending and restating in its entirety the Purchase Agreement entered into as of July 20, 2007, by and among the Company, Purchaser and Carano (collectively the “Parties,” or, individually, the “Party”).
AMENDED AND RESTATED OPERATING AGREEMENT OF NGA HOLDCO, LLC,Operating Agreement • August 31st, 2007 • NGA Holdco, LLC • Investors, nec • Nevada
Contract Type FiledAugust 31st, 2007 Company Industry JurisdictionThis AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”) of NGA HOLDCO, LLC, a Nevada limited liability company (the “Company”), is entered into on August 30, 2007 (the “Effective Date”), by NGA VOTECO LLC and NGA NOVOTECO LLC, Nevada limited liability companies, on the following terms and conditions: