0001193125-08-105884 Sample Contracts

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNK (SCB), L.L.C. (a Louisiana limited liability company)
Limited Liability Company Agreement • May 7th, 2008 • St Louis Casino Corp • Services-racing, including track operation • Louisiana

This Second Amended and Restated Limited Liability Company Agreement of PNK (SCB), L.L.C., a Louisiana limited liability company (the “Company”), is entered into and adopted effective as of March 24, 2008 (the “Effective Date”), by and between the Company and PNK Development 7, LLC, a Delaware limited liability company (the “Member”), which constitutes the sole member of the Company, with reference to the recitals set forth below:

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THIRD AMENDED AND RESTATED PNK (Baton Rouge) PARTNERSHIP AGREEMENT
Partnership Agreement • May 7th, 2008 • St Louis Casino Corp • Services-racing, including track operation

This Third Amended and Restated PNK (Baton Rouge) Partnership Agreement (this “Agreement”) is made as of the 24th day of March, 2008, by and between PNK Development 8, LLC, a Delaware limited liability company (“PNK 8”), and PNK Development 9, LLC, a Delaware limited liability company (“PNK 9”).

THIRD AMENDED AND RESTATED PARTNERSHIP AGREEMENT OF LOUISIANA-I GAMING, A LOUISIANA PARTNERSHIP IN COMMENDAM
Partnership Agreement • May 7th, 2008 • St Louis Casino Corp • Services-racing, including track operation • Louisiana

THIS THIRD AMENDED AND RESTATED PARTNERSHIP AGREEMENT (this “Agreement”) of Louisiana-I Gaming, a Louisiana Partnership in Commendam (the “Partnership”), is entered into as of March 24, 2008, by and among Boomtown, LLC, a Delaware limited liability company (“Boomtown”) as both the General Partner (the “General Partner”) and as a partner in commendam, and Pinnacle Entertainment, Inc., a Delaware corporation (“Pinnacle”), as a partner in commendam (Boomtown and Pinnacle as the partners in commendam are referred to herein as the “Limited Partners”). The General Partner and the Limited Partners are sometimes referred to collectively as the “Partners” and each individually as a “Partner.”

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