REGISTRATION RIGHTS AGREEMENT Dated as of November 6, 2007 by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantor Signatories Hereto and Deutsche Bank Securities Inc. Banc of America Securities LLCRegistration Rights Agreement • November 13th, 2007 • Wynn Las Vegas LLC • Hotels & motels • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 6, 2007, by and among Wynn Las Vegas, LLC, a Nevada limited liability company, Wynn Las Vegas Capital Corp., a Nevada corporation (each an “Issuer” and collectively, the “Issuers”) and the guarantors listed on the signature pages hereto (the “Guarantors”), and Deutsche Bank Securities Inc. and Banc of America Securities LLC (each an “Initial Purchaser” and, together, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 6 5/8% First Mortgage Notes due 2014 being issued on the date hereof (the “Additional Notes”) pursuant to the Purchase Agreement, dated as of November 1, 2007, (the “Purchase Agreement”), by and among the Issuers, the Guarantors and the Initial Purchasers.
SECOND AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENTMaster Disbursement Agreement • November 13th, 2007 • Wynn Las Vegas LLC • Hotels & motels • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this “Amendment”) is made and entered into as of November 6, 2007, by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent (the “Bank Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (the “Disbursement Agent”), with respect to the following:
