0001193125-08-036424 Sample Contracts

THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF KEVYN, LLC a Nevada limited liability company
Operating Agreement • February 22nd, 2008 • Wynn Las Vegas LLC • Hotels & motels • Nevada

This Third Amended and Restated Operating Agreement of Kevyn, LLC, a Nevada limited liability company (the “Company”), is adopted at Las Vegas, Nevada, effective as of July 29, 2005 (the “Effective Date”), by Wynn Las Vegas, LLC, a Nevada limited liability company (“WLV”), which constitutes the sole member of the Company, with reference to the recitals set forth below.

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Supplemental Indenture • February 22nd, 2008 • Wynn Las Vegas LLC • Hotels & motels • New York

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 29, 2005, among Kevyn, LLC (the “Guaranteeing Subsidiary”), a subsidiary of Wynn Las Vegas, LLC, a Nevada limited liability company (“Wynn Las Vegas”), Wynn Las Vegas, Wynn Las Vegas Capital Corp., a Nevada corporation (“Wynn Capital,” and together with Wynn Las Vegas, the “Issuers”) and the Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

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