WYNN LAS VEGAS, LLC and WYNN LAS VEGAS CAPITAL CORP., as joint and several obligors AND KEVYN, LLC LAS VEGAS JET, LLC WORLD TRAVEL, LLC WYNN GOLF, LLC WYNN SHOW PERFORMERS, LLC and WYNN SUNRISE, LLC, as guarantors SERIES A AND SERIES B 7.875% FIRST...Indenture • October 20th, 2009 • Wynn Las Vegas LLC • Hotels & motels • New York
INDENTURE dated as of October 19, 2009 among Wynn Las Vegas, LLC, a Nevada limited liability company (“Wynn Las Vegas”) and Wynn Las Vegas Capital Corp., a Nevada corporation (“Wynn Capital,” and together with Wynn Las Vegas, the “Issuers”), as joint and several obligors, and Kevyn, LLC, a Nevada limited liability company, Las Vegas Jet, LLC, a Nevada limited liability company, World Travel, LLC, a Nevada limited liability company, Wynn Golf, LLC, a Nevada limited liability company, Wynn Show Performers, LLC, a Nevada limited liability company and Wynn Sunrise, LLC, a Nevada limited liability company, as guarantors (the “Initial Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT Dated as of October 19, 2009 by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantor Signatories Hereto and Deutsche Bank Securities Inc. Banc of America Securities LLCRegistration Rights Agreement • October 20th, 2009 • Wynn Las Vegas LLC • Hotels & motels • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 19, 2009, by and among Wynn Las Vegas, LLC, a Nevada limited liability company, Wynn Las Vegas Capital Corp., a Nevada corporation (each an “Issuer” and collectively, the “Issuers”) and the guarantors listed on the signature pages hereto (the “Guarantors”), and Deutsche Bank Securities Inc. and Banc of America Securities LLC, as representatives of the several initial purchasers named in Schedule II attached to the Purchase Agreement (as defined below) (each such initial purchaser, an “Initial Purchaser” and, together, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 7.875% First Mortgage Notes due 2017 being issued on the date hereof (the “Initial Notes”) pursuant to the Purchase Agreement, dated as of October 9, 2009, (the “Purchase Agreement”), by and among the Issuers, the Guarantors and the Initial Purchasers.
THIRD AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENTMaster Disbursement Agreement • October 20th, 2009 • Wynn Las Vegas LLC • Hotels & motels • New York
THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this “Amendment”) is made and entered into as of October 19, 2009, by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent (the “Bank Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (the “Disbursement Agent”), with respect to the following:
