Hollywood Park Inc/New/ Sample Contracts

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EXECUTION
Loan Agreement • May 30th, 2003 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.6
Operating Agreement • April 1st, 2002 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation • California
EXHIBIT 10.1 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • December 21st, 1999 • Hollywood Park Inc/New/ • Services-racing, including track operation • Pennsylvania
AMENDMENT NO. 5 TO AMENDED AND RESTATED REDUCING REVOLVING LOAN AGREEMENT AND WAIVER
Pinnacle Entertainment Inc • August 13th, 2001 • Services-miscellaneous amusement & recreation
OF
Agreement • August 14th, 1997 • Hollywood Park Inc/New/ • Services-racing, including track operation • Mississippi
AGREEMENT ---------
Business Loan Agreement • March 31st, 1997 • Hollywood Park Inc/New/ • Services-racing, including track operation
AND
Registration Rights Agreement • August 14th, 1997 • Hollywood Park Inc/New/ • Services-racing, including track operation • New York
AMENDED AND RESTATED RIGHTS AGREEMENT between PINNACLE ENTERTAINMENT, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent Dated as of March 13, 2015
Rights Agreement • March 19th, 2015 • Pinnacle Entertainment Inc. • Hotels & motels • Delaware

This AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of March 13, 2015 (this “Agreement”), between Pinnacle Entertainment, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”).

FIRST AMENDMENT
First Amendment • March 31st, 2003 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation
10,000,000 Shares PINNACLE ENTERTAINMENT, INC. Common Stock ($0.10 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • January 12th, 2007 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation • New York

Pinnacle Entertainment, Inc., a Delaware corporation (the “Company”), proposes to sell 10,000,000 shares (the “Firm Stock”) of the Company’s common stock, par value $.10 per share (the “Common Stock”) to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”), for whom Bear, Stearns & Co. Inc. and Lehman Brothers Inc. are acting as the representatives (“you” or the “Representatives”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 1,500,000 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.”

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SECOND AMENDMENT
Second Amendment • March 31st, 2003 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation
GUARANTY --------
Hollywood Park Inc/New/ • December 21st, 1999 • Services-racing, including track operation • Pennsylvania
GUARANTY --------
Hollywood Park Inc/New/ • November 13th, 1995 • Services-racing, including track operation • California
AGREEMENT AND PLAN OF MERGER among PINNACLE ENTERTAINMENT, INC., PNK HOLDINGS, INC., PNK DEVELOPMENT 32, INC., and AMERISTAR CASINOS, INC. Dated as of December 20, 2012
Agreement and Plan of Merger • December 21st, 2012 • Pinnacle Entertainment Inc. • Hotels & motels • Nevada

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 20, 2012, between PINNACLE ENTERTAINMENT, INC., a Delaware corporation (“Parent”), PNK HOLDINGS, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“HoldCo”), PNK DEVELOPMENT 32, INC., a Nevada corporation and a wholly-owned Subsidiary of HoldCo (“Merger Sub”) and AMERISTAR CASINOS, INC., a Nevada corporation (the “Company”).

W I T N E S S E T H : - - - - - - - - - -
Consent Agreement • November 13th, 1996 • Hollywood Park Inc/New/ • Services-racing, including track operation • California
REGISTRATION RIGHTS AGREEMENT Dated as of August 5, 2013 between PNK FINANCE CORP. And GOLDMAN, SACHS & CO. DEUTSCHE BANK SECURITIES INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO SECURITIES, LLC CREDIT AGRICOLE SECURITIES (USA)...
Registration Rights Agreement • August 5th, 2013 • Pinnacle Entertainment Inc. • Hotels & motels • New York

This Agreement is made pursuant to the Purchase Agreement, dated July 30, 2013 (the “Purchase Agreement”), by and among the Company and the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Initial Notes, the Company (and each of the guarantors, if any, that signs the joinder agreement attached hereto as Exhibit A or otherwise becomes a party to this Agreement pursuant to Section 10(e) hereof) has agreed or will agree, as applicable, to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 8 of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture, dated as of the date hereof (the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the Initial Notes and the Exchange Notes (as defined belo

LANDLORD TENANT
Lease and Agreement • November 14th, 2000 • Pinnacle Entertainment Inc • Services-racing, including track operation
EXHIBIT 10.5
Assignment, Assumption and Consent Agreement • April 1st, 2002 • Pinnacle Entertainment Inc • Services-miscellaneous amusement & recreation • California
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