STADIUM AUTHORITY. By: Name: Title: The undersigned joins in this Notice of Sale for the purpose of making the representations and warranties of the Marketing Agent set forth therein. RAIDERS FOOTBALL CLUB, LLC By: Name: Title: Financing Trust I Exhibit A-4 Form of Notice of Sale (Upsize Purchase) [DATE] c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000-0000 Attention: Corporate Trust Administration Bank of America, N.A., as Collateral Agent 000 Xxxxxxxxxx Xxxxxx, 0xx Xxxxx Mail Code: CA5-705-04-09 Xxx Xxxxxxxxx, XX 00000 Attention: Xxxxxxxx X. Manduk Xxxxx Ladies and Gentlemen: Reference is made to that certain Purchase and Sale Agreement (the “Agreement”), dated as of May 23, 2018, by and among Financing Trust I, as purchaser (the “Purchaser”), Xxxxx County Stadium Authority, as seller (the “Seller”) and Raiders Football Club, LLC, as servicer. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement. The Seller hereby delivers this Notice of Sale pursuant to Section 2.01(c) of the Agreement and, in connection with a Program Upsize in the amount of $[•], offers for sale an Upsize PSL Tranche as contemplated by the Agreement, upon the following terms:
STADIUM AUTHORITY. XXXXX COUNTY STADIUM AUTHORITY, a political subdivision of the County of Xxxxx By: STADIUM AUTHORITY BOARD XXXXX XXXX Chairman EXHIBIT A Description of Premises THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF XXXXX, STATE OF NEVADA, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: (APN: 177-05-801-011) The Southwest Quarter (SW ¼) of the Northwest Quarter (NW ¼) of the Southeast Quarter (SE ¼) of the Southeast Quarter (SE ¼) of Xxxxxxx 0, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M., Xxxxx County, Nevada, being also described as Government Lot 127 in said section. PARCEL 2: (APN: 177-05-801-012) The Southeast Quarter (SE ¼) of the Northwest Quarter (NW ¼) of the Southeast Quarter (SE ¼) of the Southeast Quarter (SE ¼) of Xxxxxxx 0, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M., Xxxxx County, Nevada, being also described as Government Lot 125 in said section. PARCEL 3: (APN: 177-05-801-024) The Northwest Quarter (NW ¼) of the Southwest Quarter (SW ¼) of the Southeast Quarter (SE ¼) of the Southeast Quarter (SE ¼) of Xxxxxxx 0, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M., Xxxxx County, Nevada, being also described as Government Lot 160 in said section. PARCEL 4: (APN: 177-05-801-025) The Northeast Quarter (NE ¼) of the Southwest Quarter (SW ¼) of the Southeast Quarter (SE ¼) of the Southeast Quarter (SE ¼) of Xxxxxxx 0, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B.& M., Xxxxx County, Nevada, being also described as Government Lot 162 in said section. PARCEL 5: (APN: 177-05-801-026) The North Half (N ½) of the North Half (N ½) of the Southeast Quarter (SE 1/4) of the Southeast Quarter (SE ¼) of the Southeast Quarter (SE ¼) of Xxxxxxx 0, Xxxxxxxx 00 Xxxxx, Xxxxx 61 East, M.D.B. & M, being also described as the North Half (N ½) of Government Lots 164, 166 and 175 in said section. Excepting therefrom that portion as dedicated to the County of Xxxxx in the document recorded November 9, 2017 in Book 20171109, as Instrument No. 02319, of Official Records. EXHIBIT B StadCo Sublease (attached) SUBLEASE AGREEMENT This Sublease Agreement (“Sublease”) is made and entered into this day of , 2019, by and between Las Vegas Stadium Authority (“Sublandlord”), and LV Stadium Events Company LLC, a Nevada limited liability company (“Subtenant”). For valuable consideration, the receipt and adequacy of which are hereby acknowledged, Sublandlord and Subtenant agree as follows:
STADIUM AUTHORITY. By: Name: Title: The undersigned joins in this Notice of Sale for the purpose of making the representations and warranties of the Marketing Agent set forth therein. RAIDERS FOOTBALL CLUB, LLC By: Name: Title: REGISTERED NUMBER: 1 Exhibit B Form of Residual Certificate FINANCING TRUST I RESIDUAL CERTIFICATE REGISTERED OWNER: XXXXX COUNTY STADIUM AUTHORITY FINANCING TRUST I (the “Trust”), a Delaware statutory trust, for value received, promises to pay to the registered owner of this Residual Certificate, all PSL Revenues (as defined in the Purchase and Sale Agreement (defined below)) owned by the Trust following the repayment in full of the Trust’s obligations under the following (collectively, the “Obligations”): (i) that certain Credit Agreement, dated as of September 14, 2017 (as amended, restated, supplemented or otherwise modified from time to time, as “Credit Agreement”), among the Trust, the lenders party thereto from time to time, Bank of America, N.A., as administrative agent and collateral agent (in such capacity, the “Collateral Agent”), and the other parties thereto, (ii) any obligations or indebtedness incurred by the Trust to repay, replace or otherwise refinance the Credit Agreement (collectively, the “Replacement Debt”), including, without limitation, pursuant to any financing provided by LV Stadium Events Company, LLC, a Nevada limited liability company (“StadCo”) pursuant to that certain StadCo Obligations Agreement (the “StadCo Obligations Agreement”), dated as of [ ], 2018, between StadCo and the Trust and (iii) any indebtedness incurred by the Trust to StadCo pursuant to the StadCo Obligations Agreement. The PSL Revenues shall be paid to the owner of this Residual Certificate by wire transfer as promptly as practicable following repayment in full of the Obligations and, with respect to PSL Revenues received after such date, as promptly as practicable following the actual receipt thereof by the Trust or the Collateral Agent. The Trust’s interest in the PSL Revenues is set forth in that certain Purchase and Sale Agreement, dated as of [ ], 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase and Sale Agreement”) among the Trust, as purchaser, Xxxxx County Stadium Authority, as seller (the “Authority”) and Raiders Football Club, LLC, as servicer. Payments with respect to this Residual Certificate shall be payable solely from the PSL Revenues and not from any other assets of the Trust. Neither the t...
STADIUM AUTHORITY. This Interlocal Agreement (Agreement) is made and entered into pursuant to the provisions of Chapter 277 of the Nevada Revised Statutes (NRS) by and between the LAS VEGAS CONVENTION AND VISITORS AUTHORITY (LVCVA) and the CLARK COUNTY STADIUM AUTHORITY (Stadium Authority or LVSA) (each, a Party, and collectively, the Parties).
STADIUM AUTHORITY
