0001575879-16-000088 Sample Contracts

SUPPLEMENTAL INDENTURE
Supplemental Indenture • February 29th, 2016 • Caesars Acquisition Co • Hotels & motels • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of April 25, 2014, by and among each of the undersigned subsidiary guarantors (the “Subsidiary Guarantors”), each a subsidiary of Caesars Growth Properties Holdings, LLC (or its successor), CAESARS GROWTH PROPERTIES HOLDINGS, LLC, a Delaware limited liability company, and CAESARS GROWTH PROPERTIES FINANCE, INC., a Delaware corporation (together, the “Issuers”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).

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JOINDER AGREEMENT TO REGISTRATION RIGHTS AGREEMENT APRIL 25, 2014
Registration Rights Agreement • February 29th, 2016 • Caesars Acquisition Co • Hotels & motels • New York

Reference is hereby made to the Registration Rights Agreement, dated as of April 17, 2014 (the “Registration Rights Agreement”), by and among Caesars Growth Properties Holdings, LLC, a Delaware limited liability company (the “Company”), Caesars Growth Properties Finance, Inc., a Delaware corporation (“Finance” and, together with the Company, the “Issuers”), Citigroup Global Markets Inc., as representative of the Initial Purchasers, concerning the registration rights relating to the Issuers’ $675,000,000 aggregate principal amount of their 9.375% Second-Priority Senior Secured Notes due 2022 (the “Securities”). Unless otherwise defined herein, terms defined in the Registration Rights Agreement and used herein shall have the respective meanings given to them in the Registration Rights Agreement.

SECOND SUPPLEMENTAL INDENTURE
Supplemental Indenture • February 29th, 2016 • Caesars Acquisition Co • Hotels & motels • New York

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 30, 2015, among CAESARS GROWTH LAUNDRY, LLC, a Delaware limited liability company, and LAUNDRY NEWCO, LLC, a Delaware limited liability company (together, the “New Guarantors”), each a subsidiary of Caesars Growth Properties Holdings, LLC (or its successor), CAESARS GROWTH PROPERTIES HOLDINGS, LLC, a Delaware limited liability company, and CAESARS GROWTH PROPERTIES FINANCE, INC., a Delaware corporation (together, the “Issuers”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).

RESTRICTED STOCK UNIT GRANT AGREEMENT
Restricted Stock Unit Grant Agreement • February 29th, 2016 • Caesars Acquisition Co • Hotels & motels • Delaware

THIS AGREEMENT is made as of this _____ day of __________, 20___ (the “Agreement”) between Caesars Interactive Entertainment, Inc. (the “Company”) and _____________________ (the “Participant”).

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