LOAN GUARANTY AGREEMENTLoan Guaranty Agreement • July 8th, 2009 • Nevada Gold & Casinos Inc • Services-miscellaneous amusement & recreation • Texas
FOR VALUABLE CONSIDERATION, and to induce Louise H. Rogers, a resident of the State of Texas (“Rogers”), to enter into the Amended and Restated Promissory Note dated July 7, 2009, in the principal amount of Six Million and No/100 Dollars ($6,000,000.00) in favor of Nevada Gold & Casinos, Inc., a Nevada corporation (“NGC”), Gold Mountain Development, L.L.C., a Colorado limited liability company (“GMD”), CGC Holdings, L.L.C., a Nevada limited liability company (“CGC”), Colorado Grande Enterprises, Inc., a Colorado corporation (“CGE”), NG Washington, L.L.C., a Washington state limited liability company (“NGW”), and Nevada Gold BVR, L.L.C., a Nevada limited liability company (“NGBVR”), and Rogers all enter into this Loan Guaranty Agreement (the “Guaranty”) as follows:
Schedule of Collateral, Notes, Security Interests, and Ownership Interests July 7, 2009Nevada Gold & Casinos Inc • July 8th, 2009 • Services-miscellaneous amusement & recreation
This Schedule of Collateral, Notes, Security Interests, and Ownership Interests is created and executed pursuant to the terms of the July 2009 Amended and Restated Security Agreement (the “ARSA”) entered into by and between Nevada Gold & Casinos, Inc., as Maker (“NGC”), and Louise H. Rogers as the Holder and Secured Party (“Rogers”) effective as of July 7, 2009. This Schedule is dated below and is deemed to amend and replace any existing schedules of collateral between the Parties. This Schedule sets forth property of NGC and its related and affiliate entities, namely, Gold Mountain Development, L.L.C. (“GMD”), CGC Holdings, L.L.C. (“CGC”), Colorado Grande Enterprises, Inc. (“CGE”), and Nevada Gold BVR, L.L.C. (“NGBVR”), all of which have granted, and by this Schedule do grant, to Rogers a security interest according to the terms of the ARSA and pursuant to applicable Commercial Pledge Agreements as additional collateral to secure the payment of the Amended and Restated Promissory Note
JULY 2009 AMENDED AND RESTATED SECURITY AGREEMENTJuly 2009 Amended and Restated Security Agreement • July 8th, 2009 • Nevada Gold & Casinos Inc • Services-miscellaneous amusement & recreation
This July 2009 Amended and Restated Security Agreement (“ARSA”) is made as of July 7, 2009 (the “Effective Date”), by and between Nevada Gold & Casinos, Inc., a Nevada corporation (“NGC”) (as Maker), its principal place of business at 50 Briar Hollow Lane, Suite 500W, Houston, Texas, 77027-9304; affiliates and subsidiaries of NGC as additional securing parties: Gold Mountain Development, L.L.C., a Colorado limited liability company (“GMD”), CGC Holdings, L.L.C., a Nevada limited liability company (“CGC”), Colorado Grande Enterprises, Inc., a Colorado corporation (“CGE”), and Nevada Gold BVR, L.L.C., a Nevada limited liability company (“NGBVR”); and Louise H. Rogers, an individual who resides in Tyler, Smith County, Texas, as her separate property (“Rogers”). NGC, GMD, CGC, CGE, NGBVR, and Rogers are all collectively referred to in this as the “Parties.” NGC, GMD, CGC, CGE, and NGBVR are referred to collectively as the “NGC Parties.”
COLLATERAL ASSIGNMENT OF NOTES, CONTRACTUAL RIGHTS, SECURITY INTERESTS, AND OWNERSHIP INTERESTSSecurity Interests, and Ownership Interests • July 8th, 2009 • Nevada Gold & Casinos Inc • Services-miscellaneous amusement & recreation
This Collateral Assignment of Notes, Contractual Rights, Security Interests, and Ownership Interests (“Collateral Assignment”) is entered into by and between Nevada Gold & Casinos, Inc., a Nevada corporation (“NGC”), on behalf of itself and its wholly owned subsidiaries, Gold Mountain Development, L.L.C., a Colorado limited liability company (“GMD”), CGC Holdings, L.L.C., a Nevada limited liability company (“CGC”), Colorado Grande Enterprises, Inc., a Colorado corporation (“CGE”), and Nevada Gold BVR, L.L.C., a Nevada limited liability company (“NGBVR”); and Louise H. Rogers, an individual, as her separate property (“Rogers”), as of July 7, 2009.
