0001174922-16-000144 Sample Contracts

MANAGEMENT FEE AND CORPORATE ALLOCATION AGREEMENT
Management Fee and Corporate Allocation Agreement • February 29th, 2016 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS MANAGEMENT FEE AND CORPORATE ALLOCATION AGREEMENT (this “Agreement”) is dated as of November 20, 2014, (the “Execution Date”) by and among Wynn MA, LLC, a Nevada limited liability company (the “Company”) and Wynn Resorts, Limited, a Nevada corporation (the “Resorts), with reference to the following:

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SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 29th, 2016 • Wynn Resorts LTD • Hotels & motels • New York

This Second Amendment to Credit Agreement, dated as of December 21, 2015 (this “Agreement”), by and among Wynn America, LLC, a Nevada limited liability company (“Borrower”), the Guarantors (as defined in the Amended Credit Agreement referred to below) party hereto, Deutsche Bank AG New York Branch, as administrative agent (in such capacity, “Administrative Agent”) for (and on behalf of) the Lenders under the Existing Credit Agreement referred to below and, after giving effect hereto, the Amended Credit Agreement and as collateral agent (in such capacity, “Collateral Agent”) for the Secured Parties (as defined under the Existing Credit Agreement and, after giving effect hereto, the Amended Credit Agreement), and the Required Lenders (as defined below).

Contract
2014 Intellectual Property License Agreement • February 29th, 2016 • Wynn Resorts LTD • Hotels & motels

This 2014 Intellectual Property License Agreement (“Agreement”), consisting of 23 pages, is dated as of the 20th day of November 2014 (the “Effective Date”), by and among WYNN RESORTS HOLDINGS, LLC, a Nevada Limited Liability Company (hereinafter “Holdings”), WYNN RESORTS, LIMITED, a Nevada corporation (hereinafter “Limited”) and WYNN MA, LLC, a limited liability under the laws of Nevada (hereinafter “Licensee”). Holdings and Limited are collectively referred to herein as “Licensor”.

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