0001193125-15-299395 Sample Contracts

AMENDMENT TO GUARANTY AND PLEDGE AGREEMENT
Guaranty and Pledge Agreement • August 24th, 2015 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York

THIS AMENDMENT TO GUARANTY AND PLEDGE AGREEMENT (this “Amendment”) is effective as of the 21st day of August, 2015 (the “Effective Date”), by and among Caesars Entertainment Corporation, a Delaware corporation (“Holdings”), Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent (in such capacity, the “Agent”) for the Lenders (as defined below), and the Requisite Lenders (as defined below).

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RESTRUCTURING SUPPORT AND FORBEARANCE AGREEMENT
Agreement • August 24th, 2015 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York

This Restructuring Support and Forbearance Agreement dated as of August 21, 2015 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”), among: (i) Caesars Entertainment Operating Company, Inc. (“CEOC”), on behalf of itself and each of the debtors in the Chapter 11 Cases (collectively, the “Company”), (ii) Caesars Entertainment Corporation (“CEC,” and together with the Company, the “Caesars Parties”), (iii) LeverageSource III (H Holdings), L.P. (“LS3”), (iv) LeverageSource V, L.P. (“LS5”), and (v) each of the undersigned lenders, each of which is the holder of, or the investment advisor or the investment manager to a holder or holders of First Lien Bank Claims (as defined below) (and in such capacity having the power to bind such holder with respect to any First Lien Bank Claims identified on its signature page hereto) (including any permitted assignees under this Agreement, collectively, the “Consenting Bank Creditors,” and together with the Caesars Part

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