Master Disbursement Agreement Sample Contracts

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Fifth Amendment to Amended and Restated Master Disbursement Agreement (March 1st, 2013)

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of August 4, 2010, 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:

Fifth Amendment to Amended and Restated Master Disbursement Agreement (March 1st, 2013)

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of August 4, 2010, 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:

Revel AC, Inc. – AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT Among JPMORGAN CHASE BANK, N.A., as Disbursement Agent and JPMORGAN CHASE BANK, N.A., as Term Loan Administrative Agent and JPMORGAN CHASE BANK, N.A., as Revolving Administrative Agent and JPMORGAN CHASE BANK, N.A., as First Lien Collateral Agent and as Second Lien Collateral Agent and REVEL AC, INC., as Borrower and REVEL ENTERTAINMENT GROUP, LLC, as the Operating Company for the Borrower Dated as of December 20, 2012 (December 27th, 2012)

This AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time, this Agreement) is dated as of December 20, 2012 by and among JPMORGAN CHASE BANK, N.A., as disbursement agent (together with any successor disbursement agent permitted hereunder, the Disbursement Agent), JPMORGAN CHASE BANK, N.A. (JPMorgan), as administrative agent and collateral agent under the Term Loan Credit Agreement (as defined below) (together with its successors and assigns from time to time under the Term Loan Credit Agreement, the Term Loan Administrative Agent), the REVOLVING ADMINISTRATIVE AGENT (as defined below), U.S. BANK NATIONAL ASSOCIATION, as collateral agent under the Second Lien Indenture (as defined below) (together with its successors and assigns from time to time under the Second Lien Indenture, the Second Lien Collateral Agent), and REVEL AC, INC., a Delaware corporation (the Borrower) and REVEL ENTERTAINMENT GROUP, LLC, a New Je

NB Acquisition, LLC – Revel Ac, Inc. Second Amendment to Master Disbursement Agreement (October 1st, 2012)

This SECOND AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is dated as of August 22, 2012, and entered into among Revel AC, Inc., a Delaware corporation (the Borrower), Revel Entertainment Group, LLC, a New Jersey limited liability Borrower (the OpCo), JPMorgan Chase Bank, N.A., as disbursement agent (the Disbursement Agent), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent under the First Lien Credit Agreement (the Administrative Agent), and U.S. Bank National Association, as collateral agent under the Second Lien Indenture (the Second Lien Collateral Agent). Reference is made to the Master Disbursement Agreement dated as of February 17, 2011 (as amended by that certain First Amendment to Master Disbursement Agreement dated as of May 3, 2012, the Disbursement Agreement), among the Borrower, the OpCo, the Disbursement Agent, the Administrative Agent, and the Second Lien Collateral Agent. Capitalized terms used herein without definition shall have the

NB Acquisition, LLC – Revel Ac, Inc. First Amendment to Master Disbursement Agreement (August 22nd, 2012)

This FIRST AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is dated as of May 3, 2012, and entered into among Revel AC, Inc., a Delaware corporation (the Borrower), Revel Entertainment Group, LLC, a New Jersey limited liability Borrower (the OpCo), JPMorgan Chase Bank, N.A., as disbursement agent (the Disbursement Agent), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent under the First Lien Credit Agreement (the Administrative Agent), and U.S. Bank National Association, as collateral agent under the Second Lien Indenture (the Second Lien Collateral Agent). Reference is made to the Master Disbursement Agreement dated as of February 17, 2011 (the Disbursement Agreement), among the Borrower, the OpCo, the Disbursement Agent, the Administrative Agent, and the Second Lien Collateral Agent. Capitalized terms used herein without definition shall have the same meanings as set forth in the Disbursement Agreement (as amended by this Amendment).

NB Acquisition, LLC – Revel Ac, Inc. Second Amendment to Master Disbursement Agreement (August 22nd, 2012)

This SECOND AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is dated as of August 22, 2012, and entered into among Revel AC, Inc., a Delaware corporation (the Borrower), Revel Entertainment Group, LLC, a New Jersey limited liability Borrower (the OpCo), JPMorgan Chase Bank, N.A., as disbursement agent (the Disbursement Agent), JPMorgan Chase Bank, N.A., as administrative agent and collateral agent under the First Lien Credit Agreement (the Administrative Agent), and U.S. Bank National Association, as collateral agent under the Second Lien Indenture (the Second Lien Collateral Agent). Reference is made to the Master Disbursement Agreement dated as of February 17, 2011 (as amended by that certain First Amendment to Master Disbursement Agreement dated as of May 3, 2012, the Disbursement Agreement), among the Borrower, the OpCo, the Disbursement Agent, the Administrative Agent, and the Second Lien Collateral Agent. Capitalized terms used herein without definition shall have the

NB Acquisition, LLC – MASTER DISBURSEMENT AGREEMENT Among JPMORGAN CHASE BANK, N.A., as Disbursement Agent and JPMORGAN CHASE BANK, N.A., as Administrative Agent and JPMORGAN CHASE BANK, N.A., as First Lien Collateral Agent and as Second Lien Collateral Agent and REVEL AC, INC., as Borrower and REVEL ENTERTAINMENT GROUP, LLC, as the Operating Company for the Borrower Dated as of February 17, 2011 (August 22nd, 2012)

This MASTER DISBURSEMENT AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time, this Agreement) is dated as of February 17, 2011 by and among JPMORGAN CHASE BANK, N.A., as disbursement agent (together with any successor disbursement agent permitted hereunder, the Disbursement Agent), JPMORGAN CHASE BANK, N.A., as administrative agent and collateral agent under the First Lien Credit Agreement (as defined below) (together with its successors and assigns from time to time under the First Lien Credit Agreement, the Administrative Agent), U.S. BANK NATIONAL ASSOCIATION, as collateral agent under the Second Lien Indenture (as defined below) (together with its successors and assigns from time to time under the Second Lien Indenture, the Second Lien Collateral Agent), and REVEL AC, INC., a Delaware corporation (the Borrower) and REVEL ENTERTAINMENT GROUP, LLC, a New Jersey limited liability company (the OpCo). Capitalized terms used herein have the meanings spec

Sixth Amendment to Amended and Restated Master Disbursement Agreement (March 13th, 2012)

THIS SIXTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of March 12, 2012, 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:

Master Disbursement Agreement (April 27th, 2011)

This MASTER DISBURSEMENT AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time, this Agreement) is dated as of April 25, 2011 by and among JPMorgan Chase Bank, N.A., as disbursement agent (together with any successor disbursement agent permitted hereunder, the Disbursement Agent), JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent under the Credit Agreement (together with any successor Administrative Agent or Collateral Agent permitted thereunder, collectively, the Agent), Fulcrum LLC, as construction consultant (Construction Consultant), Caesars Linq, LLC, a Delaware limited liability company (the Linq Borrower) and Caesars Octavius, LLC, a Delaware limited liability company (the Octavius Borrower, together with the Linq Borrower, the Borrowers). Capitalized terms used herein have the meanings specified in Section 1 or, if not defined therein, the meanings specified in the Credit Agreement (defined below).

Fourth Amendment to Amended and Restated Master Disbursement Agreement (April 28th, 2010)

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this "Amendment") is made and entered into as of April 28, 2010, 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:

Third Amendment to Amended and Restated Master Disbursement Agreement (October 20th, 2009)

THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of October 19, 2009, 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:

Second Amendment to Amended and Restated Master Disbursement Agreement (November 13th, 2007)

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:

First Amendment to Amended and Restated Master Disbursement Agreement (November 1st, 2007)

THIS FIRST AMENDMENT TO AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of October 31, 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:

AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT Among WYNN LAS VEGAS, LLC, as the Company, DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (October 31st, 2007)

THIS AMENDED AND RESTATED MASTER DISBURSEMENT AGREEMENT (this Agreement), dated as of October 25, 2007 (the Effective Date), is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the Company), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

Fifth Amendment to Master Disbursement Agreement (August 9th, 2007)

THIS FIFTH AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of April 9, 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:

Fifth Amendment to Master Disbursement Agreement (August 9th, 2007)

THIS FIFTH AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of April 9, 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:

Fourth Amendment to Master Disbursement Agreement (November 9th, 2006)

THIS FOURTH AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this Amendment) is made and entered into as of August 15, 2006, 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:

Third Amendment to Master Disbursement Agreement (March 16th, 2006)

THIS MASTER DISBURSEMENT AGREEMENT (this Agreement), dated as of December 14, 2004, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company (the Company), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, U.S. BANK NATIONAL ASSOCIATION, as the initial 2014 Notes Indenture Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

First Amendment to Master Disbursement Agreement (May 16th, 2005)

THIS FIRST AMENDMENT TO MASTER DISBURSEMENT AGREEMENT (this First Amendment), dated as of February 22, 2005, is entered into by and among LIDO CASINO RESORT, LLC, a Nevada limited liability company (LCR), PHASE II MALL HOLDING, LLC, a Nevada limited liability company (Phase II Mall Holding) and PHASE II MALL SUBSIDIARY, LLC, a Delaware limited liability company (Phase II Mall Subsidiary and, together with Phase II Mall Holding, the Phase II Mall Borrowers), THE BANK OF NOVA SCOTIA, a Canadian chartered bank, as the Bank Agent, THE BANK OF NOVA SCOTIA, a Canadian chartered bank, as the Phase II Mall Agent, GOLDMAN SACHS CREDIT PARTNERS L.P. and THE BANK OF NOVA SCOTIA, as the Joint Bank Arrangers and THE BANK OF NOVA SCOTIA, Canadian chartered bank, as the Disbursement Agent.

MASTER DISBURSEMENT AGREEMENT Among (October 25th, 2004)

THIS MASTER DISBURSEMENT AGREEMENT (this Agreement), dated as of September 30, 2004, is entered into by and among LIDO CASINO RESORT, LLC, a Nevada limited liability company (LCR), PHASE II MALL HOLDING, LLC, a Nevada limited liability company (Phase II Mall Holding) and PHASE II MALL SUBSIDIARY, LLC, a Delaware limited liability company (Phase II Mall Subsidiary and, together with Phase II Mall Holding, the Phase II Mall Borrowers), THE BANK OF NOVA SCOTIA, a Canadian chartered bank, as the Bank Agent, THE BANK OF NOVA SCOTIA, a Canadian chartered bank, as the Phase II Mall Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as the Bank Arranger and THE BANK OF NOVA SCOTIA, Canadian chartered bank, as the Disbursement Agent.

Wynn Resorts Holdings Llc – MASTER DISBURSEMENT AGREEMENT Among WYNN LAS VEGAS, LLC, WYNN LAS VEGAS CAPITAL CORP. And WYNN DESIGN & DEVELOPMENT, LLC, Jointly and Severally as the Company, DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Indenture Trustee, WELLS FARGO BANK NEVADA, NATIONAL ASSOCIATION, as the FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (December 6th, 2002)

THIS MASTER DISBURSEMENT AGREEMENT (the "Agreement"), dated as of October 30, 2002, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company ("Wynn Las Vegas"), WYNN LAS VEGAS CAPITAL CORP., a Nevada corporation ("Capital Corp."), WYNN DESIGN & DEVELOPMENT, LLC, a Nevada limited liability company ("Wynn Design" and, jointly and severally with Wynn Las Vegas and Capital Corp., the "Company"), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial Indenture Trustee, WELLS FARGO BANK NEVADA, NATIONAL ASSOCIATION, as the initial FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

Wynn Resorts Holdings Llc – MASTER DISBURSEMENT AGREEMENT Among WYNN LAS VEGAS, LLC, WYNN LAS VEGAS CAPITAL CORP. And WYNN DESIGN & DEVELOPMENT, LLC, Jointly and Severally as the Company, DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Indenture Trustee, WELLS FARGO BANK NEVADA, NATIONAL ASSOCIATION, as the FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (November 18th, 2002)

THIS MASTER DISBURSEMENT AGREEMENT (the "Agreement"), dated as of October 30, 2002, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company ("Wynn Las Vegas"), WYNN LAS VEGAS CAPITAL CORP., a Nevada corporation ("Capital Corp."), WYNN DESIGN & DEVELOPMENT, LLC, a Nevada limited liability company ("Wynn Design" and, jointly and severally with Wynn Las Vegas and Capital Corp., the "Company"), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial Indenture Trustee, WELLS FARGO BANK NEVADA, NATIONAL ASSOCIATION, as the initial FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

Valvino Lamore Llc – FORM OF MASTER DISBURSEMENT AGREEMENT Among WYNN LAS VEGAS, LLC, WYNN LAS VEGAS CAPITAL CORP. And WYNN DESIGN & DEVELOPMENT, LLC, Jointly and Severally as the Company, DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Indenture Trustee, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (October 25th, 2002)

THIS MASTER DISBURSEMENT AGREEMENT (the "Agreement"), dated as of October [ ], 2002, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company ("Wynn Las Vegas"), WYNN LAS VEGAS CAPITAL CORP., a Nevada corporation ("Capital Corp."), WYNN DESIGN & DEVELOPMENT, LLC, a Nevada limited liability company ("Wynn Design" and, jointly and severally with Wynn Las Vegas and Capital Corp., the "Company"), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial Indenture Trustee, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.

Valvino Lamore Llc – FORM OF MASTER DISBURSEMENT AGREEMENT Among WYNN LAS VEGAS, LLC, WYNN LAS VEGAS CAPITAL CORP. And WYNN DESIGN & DEVELOPMENT, LLC, Jointly and Severally as the Company, DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Indenture Trustee, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Disbursement Agent (October 21st, 2002)

THIS MASTER DISBURSEMENT AGREEMENT (the "Agreement"), dated as of October [ ], 2002, is entered into by and among WYNN LAS VEGAS, LLC, a Nevada limited liability company ("Wynn Las Vegas"), WYNN LAS VEGAS CAPITAL CORP., a Nevada corporation ("Capital Corp."), WYNN DESIGN & DEVELOPMENT, LLC, a Nevada limited liability company ("Wynn Design" and, jointly and severally with Wynn Las Vegas and Capital Corp., the "Company"), DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Bank Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial Indenture Trustee, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the initial FF&E Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the initial Disbursement Agent.