CREDIT AGREEMENT Dated as of February 14, 2020 among MGM RESORTS INTERNATIONAL, as the initial Borrower, BANK OF AMERICA, N.A., as Administrative Agent and an L/C Issuer, and The Other Lenders Party Hereto BOFA SECURITIES, INC., BARCLAYS BANK PLC, BNP...Credit Agreement • February 18th, 2020 • MGM Resorts International • Hotels & motels • New York
This CREDIT AGREEMENT is entered into as of February 14, 2020 (this “Agreement”), among MGM RESORTS INTERNATIONAL, a Delaware corporation (the “Company” and, together with each other Subsidiary of the Company that is designated a Borrower pursuant to Section 2.17, individually, a “Borrower” and collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and an L/C Issuer. The Parties hereto hereby agree with reference to the following facts:
GUARANTYGuaranty • February 18th, 2020 • MGM Resorts International • Hotels & motels • Nevada
This GUARANTY OF LEASE DOCUMENTS (this “Guaranty”), is made and entered into as of the 14th day of February, 2020 by and among MGM RESORTS INTERNATIONAL, a Delaware corporation (“Guarantor”), Mandalay PropCo, LLC, a Delaware limited liability company (“MB Landlord”) and MGM Grand PropCo, LLC, a Delaware limited liability company (“Grand Landlord” and, together with the MB Landlord, collectively, “Landlord”).
SIXTH AMENDMENT TO MASTER LEASEMaster Lease • February 18th, 2020 • MGM Resorts International • Hotels & motels • New York
This SIXTH AMENDMENT TO MASTER LEASE (the “Amendment”) is entered into as of February 14, 2020 (the “Effective Date”), by and between MGP Lessor, LLC, a Delaware limited liability company (together with its permitted successors and assigns, “Landlord”), and MGM Lessee, LLC, a Delaware limited liability company (together with its permitted successors and assigns, “Tenant”). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings set forth in the Master Lease (as hereinafter defined).
TAX PROTECTION AGREEMENT BY AND AMONG MGM Resorts International, MGM Growth Properties Operating Partnership, L.P. AND MGP BREIT Venture 1 LLC DATED AS OF FEBRUARY 14, 2020Tax Protection Agreement • February 18th, 2020 • MGM Resorts International • Hotels & motels • Delaware
This Tax Protection Agreement (this “Agreement”) is entered into as of February 14, 2020 (the “Effective Date”), by and among MGP BREIT Venture 1 LLC, a Delaware limited liability company (the “Company”); MGM Resorts International, a Delaware corporation (“MGM”); and MGM Growth Properties Operating Partnership, L.P., a Delaware limited partnership (“MGP OP”). The Company, MGM and MGP OP are each referred to herein as a “Party” and collectively as the “Parties”.
