SPH Manager, LLC Sample Contracts

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • March 12th, 2013 • SPH Manager, LLC • Hotels & motels
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AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
SPH Manager, LLC • May 30th, 2013 • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • June 3rd, 2015 • SPH Manager, LLC • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
SPH Manager, LLC • October 15th, 2013 • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • May 19th, 2015 • SPH Manager, LLC • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • March 18th, 2013 • SPH Manager, LLC • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • December 4th, 2013 • SPH Manager, LLC • Hotels & motels
AGREEMENT
Agreement • May 30th, 2013 • SPH Manager, LLC • Hotels & motels • New York

This AGREEMENT, dated as of May 29, 2013 (this “Agreement”), is made by and between each of the entities listed on Exhibit A attached hereto (each such entity and any other person who becomes bound by this Agreement as contemplated by clause (a) of Section 1 hereof, a “Stockholder” and collectively, the “Stockholders”).

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • July 30th, 2014 • SPH Manager, LLC • Hotels & motels
AMENDMENT NO. 4
SPH Manager, LLC • September 8th, 2015 • Hotels & motels

This AMENDMENT NO. 4 (this “Amendment”) is made and entered into as of September 8, 2015, with reference to that certain Agreement, dated as of May 29, 2013 (as amended, supplemented or otherwise modified in accordance with the terms thereof, the “Stockholders Agreement”), by and between each of the parties thereto (each such entity and any other person who becomes bound by the Stockholders Agreement as contemplated by clause (a) of Section 1 thereof, a “Stockholder” and collectively, the “Stockholders”) and Barclays Bank PLC (the “Joining Party”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Stockholders Agreement.

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • May 15th, 2013 • SPH Manager, LLC • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
SPH Manager, LLC • September 8th, 2015 • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • April 4th, 2013 • SPH Manager, LLC • Hotels & motels
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • February 19th, 2013 • SPH Manager, LLC • Hotels & motels
SETTLEMENT AGREEMENT
Settlement Agreement • July 30th, 2014 • SPH Manager, LLC • Hotels & motels • Nevada

This SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of July 28, 2014, by and among Affinity Gaming, a Nevada corporation (the “Company”), Z Capital Partners, L.L.C., a Delaware limited liability company (“Z Capital”), the Affiliates of Z Capital set forth on Exhibit A hereto (together with Z Capital, the “Z Capital Holders”), SPH Manager, LLC, a Delaware limited liability company (“SPH Manager”), and each of the entities listed under “Other Holders” on Exhibit A hereto (collectively, the “Other Holders”). The Z Capital Holders, SPH Manager and the Other Holders are collectively referred to herein as the “Stockholders” and each individually as a “Stockholder.” The Company and the Stockholders are sometimes collectively referred to herein as the “Parties” and each individually as a “Party.” Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 1.01.

AMENDMENT NO. 3
SPH Manager, LLC • June 3rd, 2015 • Hotels & motels

This AMENDMENT NO. 3 (this “Amendment”) is made and entered into as of June 2, 2015, with reference to that certain Agreement, dated as of May 29, 2013 (the “Stockholders Agreement”), by and between each of the entities listed on Exhibit A thereto (each such entity and any other person who becomes bound by the Stockholders Agreement as contemplated by clause (a) of Section 1 thereof, a “Stockholder” and collectively, the “Stockholders”), as amended. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Stockholders Agreement.

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D
Agreement Regarding • April 23rd, 2014 • SPH Manager, LLC • Hotels & motels
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