0001705696-18-000108 Sample Contracts

FIRST AMENDMENT TO MANAGEMENT AND LEASE SUPPORT AGREEMENT
Management and Lease Support Agreement • December 27th, 2018 • Vici Properties Inc. • Real estate investment trusts • New York

This MANAGEMENT AND LEASE SUPPORT AGREEMENT (this “Agreement”) is dated as of October 6, 2017 (the “Commencement Date”), and is made and entered into by and among Des Plaines Development Limited Partnership (together with its successors and permitted assigns, “Tenant”), Joliet Manager, LLC (together with its successors and permitted assigns, “Manager”), Caesars Entertainment Corporation, a Delaware corporation (together with its successors and permitted assigns, “CEC”, and sometimes alternatively referred to herein as “Lease Guarantor”), Harrah’s Joliet LandCo LLC (together with its successors and permitted assigns, “Landlord”), solely for purposes of Article VII and Sections 2.4, 16.2, 16.3.4, 18.5.5, 18.7.3, 18.7.4, 18.7.5, 19.3, 20.2 and 20.16, Caesars License Company, LLC (together with its successors and assigns, “CLC”), and, solely for purposes of Section 20.16 and Article XXI, Caesars Enterprise Services, LLC (together with its successors and assigns, “CES”). Tenant, Manager, Le

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FIRST AMENDMENT TO LEASE (JOLIET)
Lease • December 27th, 2018 • Vici Properties Inc. • Real estate investment trusts • Illinois

THIS LEASE (JOLIET) (this “Lease”) is entered into as of October 6, 2017, by and among HARRAH’S JOLIET LANDCO LLC (together with its successors and assigns, “Landlord”), and DES PLAINES DEVELOPMENT LIMITED PARTNERSHIP (together with its successors and assigns, “Tenant”).

SECOND AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AGREEMENT
Right of First Refusal Agreement • December 27th, 2018 • Vici Properties Inc. • Real estate investment trusts • New York

SECOND AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AGREEMENT (this “Agreement”) is entered into as of December 26, 2018, (the “Effective Date”), by and between CAESARS ENTERTAINMENT CORPORATION, a Delaware corporation (“CEC”), and VICI PROPERTIES L.P., a Delaware limited partnership (“Propco”).

FIRST AMENDMENT TO AMENDED AND RESTATED LEASE
Lease • December 27th, 2018 • Vici Properties Inc. • Real estate investment trusts

THIS FIRST AMENDMENT TO AMENDED AND RESTATED LEASE (this “First Amendment”), is made as of December 26, 2018, by and between Claudine Propco LLC, a Delaware limited liability company (together with its permitted successors and assigns, “Landlord”), and Harrah’s Las Vegas, LLC, a Nevada limited liability company (together with its permitted successors and assigns, “Tenant”).

CONSENT AND OMNIBUS AMENDMENT TO LOAN DOCUMENTS
Loan Agreement • December 27th, 2018 • Vici Properties Inc. • Real estate investment trusts • New York

THIS FIRST AMENDED MEZZANINE B LOAN AGREEMENT, dated as of December 26, 2018 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), among CPLV MEZZ 2 LLC, a Delaware limited liability company, having its principal place of business at c/o VICI Properties Inc., 430 Park Avenue, 8th Floor, New York, NY 10022 (“Borrower”), WILMINGTON SAVINGS FUND SOCIETY, FSB as Administrative Agent (in such capacity, including any permitted successors thereto, the “Administrative Agent”), and as Collateral Agent (in such capacity, including any permitted successors thereto, the “Collateral Agent”), and each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”).

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