0001193125-10-258660 Sample Contracts

Jeffrey Baer Stuart Clarke Thomas Fiato Donna Milrod
Management Agreement • November 12th, 2010 • Nevada Property 1 LLC • Hotels & motels

This letter will set forth the agreement (the “Agreement”) between Deutsche Bank AG (“Deutsche Bank”) and Jeffrey Baer, Stuart Clarke, Thomas Fiato and Donna Milrod (collectively, and so long as they remain Members of Nevada VoteCo LLC, the “Independent Managers”). The Independent Managers are officers of Deutsche Bank AG New York Branch, which is a branch of Deutsche Bank AG.

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