COLLATERAL AGREEMENT (FIRST LIEN) dated and effective as of May 20, 2014, among CAESARS GROWTH PROPERTIES HOLDINGS, LLC, as Borrower, each Subsidiary Party party hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral AgentCollateral Agreement • May 21st, 2014 • Caesars Acquisition Co • Hotels & motels • New York
COLLATERAL AGREEMENT (FIRST LIEN) dated and effective as of May 20, 2014 (as amended, restated, supplemented, waived or otherwise modified from time to time, this “Agreement”), among CAESARS GROWTH PROPERTIES HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), each Subsidiary of the Borrower listed on Schedule I hereto and each Subsidiary of the Borrower that becomes a party hereto (each, a “Subsidiary Party”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent (together with its successors and permitted assigns in such capacity, the “Agent”) for the benefit of the Secured Parties (as defined below).
MANAGEMENT AGREEMENT By and Between Harrah’s New Orleans Management Company, a Nevada corporation as Manager, Jazz Casino Company, L.L.C., a Louisiana limited liability company as Owner, and, solely for purposes of Article VII and Sections 16.1.2,...Management Agreement • May 21st, 2014 • Caesars Acquisition Co • Hotels & motels • Louisiana
This MANAGEMENT AGREEMENT (this “Agreement”) is dated as of May 20, 2014, and is made and entered into by and between Jazz Casino Company, L.L.C., a Louisiana limited liability company, or its successors and permitted assigns (“Owner”), Harrah’s New Orleans Management Company, a Nevada corporation (“Manager”), and, solely for purposes of Article VII and Sections 16.1.2, 17.5.5, 17.7.3, 17.7.4, 17.7.5, 18.3 and 19.2, Caesars License Company, LLC, a Nevada limited liability company (“CLC”). Owner and Manager are sometimes referred to collectively in this Agreement as the “Parties” and individually as a “Party.”
COLLATERAL AGREEMENT (SECOND LIEN) dated and effective as of May 20, 2014, among CAESARS GROWTH PROPERTIES HOLDINGS, LLC, CAESARS GROWTH PROPERTIES FINANCE, INC., as the Issuers, each Subsidiary Party party hereto and U.S. BANK NATIONAL ASSOCIATION,...Collateral Agreement • May 21st, 2014 • Caesars Acquisition Co • Hotels & motels • New York
Reference is made to (i) the Indenture, dated as of April 17, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Notes Indenture”), among the Issuers, as issuers, U.S. Bank National Association, as trustee (together with its successors and permitted assigns in such capacity, the “Notes Trustee”), and the subsidiary guarantors party thereto, and (ii) the Second Lien Intercreditor Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Second Lien Intercreditor Agreement”), by and among Credit Suisse AG, Cayman Islands Branch, as Credit Agreement Agent (as defined therein), U.S. Bank National Association, as Trustee (as defined therein), and the other parties party thereto.
SECOND LIEN INTERCREDITOR AGREEMENTSecond Lien Intercreditor Agreement • May 21st, 2014 • Caesars Acquisition Co • Hotels & motels • New York
THIS SECOND LIEN INTERCREDITOR AGREEMENT is dated as of May 20, 2014, by and among CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Credit Agreement Agent and each Other First Priority Lien Obligations Agent from time to time party hereto, each in its capacity as First Lien Agent, U.S. BANK NATIONAL ASSOCIATION, as Trustee and each collateral agent for any Future Second Lien Indebtedness from time to time party hereto, each in its capacity as Second Priority Agent.
OMNIBUS LICENSE AND ENTERPRISE SERVICES AGREEMENTOmnibus License and Enterprise Services Agreement • May 21st, 2014 • Caesars Acquisition Co • Hotels & motels • Nevada
This Omnibus License and Enterprise Services Agreement (this “Agreement”) is dated as of May 20, 2014 (the “Effective Date”), made and entered into by and among the parties listed on the signature pages hereto (each, a “Party,” and collectively, the “Parties”). All capitalized terms used herein and not otherwise defined shall have the meaning set forth in Section 1 of this Agreement.
