EMPLOYMENT AGREEMENTEmployment Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Nevada
This Employment Agreement (this “Agreement”) is entered into as of the 4th day of June, 2010, by and between The Majestic Star Casino, LLC (“Employer” or the “Company”) and Jon Bennett (“Executive”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among THE MAJESTIC STAR CASINO, LLC AND CERTAIN OF ITS SUBSIDIARIES THAT ARE SIGNATORIES HERETO, as Borrowers, THE LENDERS THAT ARE SIGNATORIES HERETO, as the Lenders, and WELLS FARGO CAPITAL...Loan and Security Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • New York
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of December 1, 2011, by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO CAPITAL FINANCE, INC., a California corporation, as the arranger and administrative agent for the Lenders (“Agent”), and, on the other hand, THE MAJESTIC STAR CASINO, LLC, an Indiana limited liability company (“Parent”), and each of Parent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as “Borrowers”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BARDEN COLORADO GAMING, LLC a Colorado Limited Liability CompanyLimited Liability Company Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Colorado
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended from time to time, this “Agreement”) of BARDEN COLORADO GAMING, LLC, a Colorado limited liability company (the “Company”), effective as of December 1, 2011, is entered into by The Majestic Star Casino, LLC, an Indiana limited liability company (“Majestic I”), as the sole member (the “Member”) of the Company.
AMENDMENT NUMBER ONE TO DEVELOPMENT AGREEMENTDevelopment Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services
THIS AMENDMENT NUMBER ONE TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF GARY AND THE MAJESTIC STAR CASINO, LLC (the “Amendment”), dated as of October 19, 2005, is entered into by and among the City of Gary, an Indiana municipal corporation (the “City”), The Majestic Star Casino, LLC, an Indiana limited liability company (“Majestic”), and Trump Indiana, Inc., a Delaware corporation (“Trump”).
THE MAJESTIC STAR CASINO, LLC as Issuer and the Note Guarantors referred to herein 12.5% / 14.5% Second Lien Senior Secured Notes due 2016 INDENTURE dated as of December 1, 2011 Wilmington Trust, National Association, Trustee and Collateral AgentIndenture • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • New York
INDENTURE, dated as of December 1, 2011, among The Majestic Star Casino, LLC, an Indiana limited liability company (the “Issuer”), Majestic Holdco, LLC, a Delaware limited liability company (“Parent”), the Subsidiary Guarantors (as defined herein and together with Parent, the “Note Guarantors”) named herein, and Wilmington Trust, National Association, as trustee and collateral agent.
INTERCREDITOR AND LIEN SUBORDINATION AGREEMENT among WELLS FARGO CAPITAL FINANCE, INC., as Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, THE MAJESTIC STAR CASINO, LLC., and certain of its Affiliates, as Debtors Dated as of December 1, 2011Intercreditor and Lien Subordination Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • New York
THIS INTERCREDITOR AND LIEN SUBORDINATION AGREEMENT dated as of December 1, 2011 (this “Agreement”) is made by and among WELLS FARGO CAPITAL FINANCE, INC., as the arranger and administrative agent for certain lenders (the “Original Agent”) under and pursuant to the Loan Agreement (as hereinafter defined), WILMINGTON TRUST, NATIONAL ASSOCIATION, solely in its capacity as trustee and as collateral agent under the Indenture Loan Documents (as hereinafter defined) (in such capacities, the “Trustee”), THE MAJESTIC STAR CASINO, LLC, an Indiana limited liability company (“Parent”), and those certain affiliates of Parent party hereto from time to time (each a “Debtor”, and individually and collectively and jointly and severally, the “Debtors”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT dated as of December 1, 2011 of MAJESTIC HOLDCO, LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT is entered into as of December 1, 2011, by and among Majestic Holdco, LLC, a limited liability company organized pursuant to the Act, and each of the Persons listed on Schedule I that are Members as of the date hereof and the Persons who at any time hereafter become Members of the Company (each a “Member” and, collectively, the “Members”) or parties hereto as provided herein.
LIQUIDATING TRUST AGREEMENTAssignment and Assumption Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Delaware
This LIQUIDATING TRUST AGREEMENT, dated as of November 30, 2011 (this “Agreement”), is made by and among (i) The Majestic Star Casino, LLC, an Indiana limited liability company (“Majestic I”), (ii) The Majestic Star Casino II, LLC, a Delaware limited liability company (“Majestic II”), (iii) Majestic Holdco, LLC, a Delaware limited liability company (“Holdco” or the “Beneficiary” and collectively with Majestic I and Majestic II, the “Majestic Parties”) and (iv) John C. Wheeler, as the Liquidating Trustee hereunder (the “Liquidating Trustee”), pursuant to the Second Amended Joint Plan of Reorganization of The Majestic Star Casino, LLC and Its Debtor Affiliates Pursuant to Chapter 11 of the Code, dated January 12, 2011 (as amended, modified or supplemented, and including all supplements, exhibits and schedules thereto, including the Land Transfer Transaction Supplement (as defined below), the “Plan”). The liquidating trust created by this Agreement is referred to herein as the “Majestic G
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BARDEN MISSISSIPPI GAMING, LLC a Mississippi Limited Liability CompanyLimited Liability Company Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Mississippi
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended from time to time, this “Agreement”) of BARDEN MISSISSIPPI GAMING, LLC, a Mississippi limited liability company (the “Company”), effective as of December 1, 2011, is entered into by The Majestic Star Casino, LLC, an Indiana limited liability company (“Majestic I”), as the sole member (the “Member”) of the Company.
DEVELOPMENT AGREEMENT BETWEEN THE CITY AND THE MAJESTIC STAR CASINO, LLCDevelopment Agreement • December 23rd, 2011 • Majestic Holdco, LLC • Services-amusement & recreation services • Indiana
THIS AGREEMENT (“Agreement”) is made and entered into as of this 26th day of March, 1996 by and between the City of Gary, an Indiana municipal corporation, (the “City”), and The Majestic Star Casino, LLC, formerly known as Barden-Davis Casino, LLC, and also as Barden PRC-Gary, LLC, an Indiana limited liability company (“Developer”).
