CAESARS OPERATING ESCROW LLC CAESARS ESCROW CORPORATION as Issuer CAESARS ENTERTAINMENT CORPORATION as Parent Guarantor 9% Senior Secured Notes due 2020 INDENTURE Dated as of August 22, 2012 U.S. Bank National Association, as TrusteeIndenture • August 22nd, 2012 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
INDENTURE dated as of August 22, 2012 among CAESARS OPERATING ESCROW LLC, a Delaware limited liability company, CAESARS ESCROW CORPORATION, a Delaware corporation (together, the “Escrow Issuers” or the “Issuer,” provided that, for purposes of this Indenture with respect to any class of Notes, including Additional Notes, prior to an Assumption (as defined herein) with respect to such class of Notes, the references to the “Issuer” in this Indenture refer only to the Escrow Issuers; after the consummation of such Assumption with respect to such class of Notes, the references to the “Issuer” refer only to Caesars Entertainment Operating Company, Inc., a Delaware corporation, and not to any of its subsidiaries), CAESARS ENTERTAINMENT CORPORATION, a Delaware corporation (the “Parent Guarantor”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
ESCROW AGREEMENTEscrow Agreement • August 22nd, 2012 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
CAESARS OPERATING ESCROW LLC CAESARS ESCROW CORPORATION $750,000,000 9% Senior Secured Notes due 2020 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 22nd, 2012 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
PLEASE FILL IN YOUR NAME AND ADDRESS BELOW IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.
