SECOND AMENDMENT AND RESTATEMENT AGREEMENT dated as of February 23, 2012 (this “Agreement”), among JACOBS ENTERTAINMENT, INC. (the “Borrower”), the other Loan Parties listed on the signature pages hereof (each a “Subsidiary Loan Party” and, together...Credit Agreement • February 29th, 2012 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
This CREDIT AGREEMENT (this “Agreement” ) dated as of June 16, 2006, as amended and restated as of March 31, 2010, and as further amended and restated on February 23, 2012, among Ja-cobs Entertainment, Inc., a Delaware corporation ( “Borrower” ), the Lenders, CIBC World Markets Corp., as syndication agent (in such capacity, “Syndication Agent” ), Wells Fargo Bank, National Association, as co-documentation agent (in such capacity “Co-Documentation Agent” ) and as swingline lender (in such capacity, “Swingline Lender” ), CIT Lending Services Corporation, as Co-Documentation Agent, General Electric Capital Corporation, as Co-Documentation Agent, and Credit Suisse AG, Cay-man Islands Branch (formerly known as Credit Suisse, Cayman Islands Branch), as issuing bank (in such capacity, “Issuing Bank” ), as administrative agent (in such capacity, “Administrative Agent” ) for the Lenders and as collateral agent (in such capacity, “Collateral Agent” ) for the Secured Parties and the Issuing Bank.
LIMITED LIABILITY COMPANY AGREEMENT OF JALOU AMITE, LLCLimited Liability Company Agreement • July 6th, 2012 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Louisiana
This Operating Agreement (this “Agreement”) of JALOU AMITE, LLC, a limited liability company organized pursuant to the laws of the State of Louisiana, is made effective as of June 13, 2006 by Gameco Holdings, Inc., a Delaware corporation, the sole Member (the “Member”), of JALOU AMITE, LLC (the “Company” as defined herein).
EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”)Executive Employment Agreement • December 8th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Colorado
EXECUTIVE EMPLOYMENT AGREEMENT, effective July 1, 2006 (“Effective Date”), by and between Jacobs Entertainment, Inc., a Colorado corporation (the “Company”) and Michael T. Shubic (the “Executive”).
EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”)Executive Employment Agreement • September 29th, 2009 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Colorado
EXECUTIVE EMPLOYMENT AGREEMENT signed September 23, 2009 by and between Jacobs Entertainment, Inc., a Delaware corporation (the “Company”) and Michael T. Shubic (the “Executive”).
Jacobs Entertainment, Inc., as Issuer and The Subsidiary Guarantors Named Herein 9.75% Senior Notes due 2014Indenture • June 22nd, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
INDENTURE, dated as of June 16, 2006, among Jacobs Entertainment, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
PURCHASE AGREEMENTPurchase Agreement • November 3rd, 2011 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Ohio
THIS PURCHASE AGREEMENT (“Agreement”), dated as of the 28th day of October, 2011, by and between Nautica Peninsula Land Limited Partnership (“Seller”), an Ohio limited partnership, and Jacobs Sugar Warehouse, Inc. (“Purchaser”), a Delaware corporation, and provides as follows:
STANSLEY RACING CORP. 10515 Colonial Downs Parkway New Kent, Virginia 23124Jacobs Entertainment Inc • August 13th, 2004 • Services-miscellaneous amusement & recreation • New York
MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING BY JALOU EUNICE, LLC Mortgagor, TO WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee, Mortgagee Securing Principal Indebtedness of $148,000,000 Dated as of March 2, 2005...Security Agreement and Fixture Filing • March 28th, 2005 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Mortgage”), dated as of March , 2005, made by JALOU EUNICE, LLC, a Louisiana limited liability company having an office at 3747 Highway 190, Eunice, Louisiana 70535, as mortgagor, assignor and debtor (in such capacities and together with any successors in such capacities, the “Mortgagor”), in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association having an office at 213 Court Street, Suite 703, Middletown, CT 06457, in its capacity as trustee pursuant to the Indenture (as hereinafter defined), as mortgagee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Mortgagee”).
MEMBERSHIP INTERESTS PURCHASE AGREEMENTMembership Interests Purchase Agreement • March 28th, 2005 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Colorado
THIS MEMBERSHIP INTERESTS PURCHASE AGREEMENT (this “Agreement”), dated February 22, 2005 (“Agreement Date”), is entered into by and between GAMECO HOLDINGS, INC., a Delaware corporation (“Seller”), and JACOBS ENTERTAINMENT, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in context are defined in Section 13.15.
GROUND LEASEGround Lease • March 29th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This GROUND LEASE AGREEMENT (“Lease”) is made this day of , 2005, by and between CLARK G. RUSSELL and JEAN M. RUSSELL, Trustees of “THE CLARK AND JEAN RUSSELL FAMILY TRUST” (hereinafter called “Landlord”), and JACOBS ENTERTAINMENT, INC., a Delaware corporation (hereinafter called “Tenant”).
LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING BY COLONIAL DOWNS, L.P., as Grantor, TO DAVID F. BELKOWITZ and JAMES L. WEINBERG, as Trustees for the benefit of WELLS FARGO BANK MINNESOTA, NATIONAL...And Attornment Agreement • August 13th, 2004 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, amended and restated, supplemented, or otherwise modified from time to time, the “Deed of Trust”), dated as of June , 2002, made by COLONIAL DOWNS, L.P., a Virginia limited partnership having an office at 10515 Colonial Downs Parkway, New Kent, Virginia 23124, as grantor, assignor and debtor (in such capacities and together with any successors in such capacities, the “Grantor”), to DAVID F. BELKOWITZ and JAMES L. WEINBERG, having an address at Hirschler Fleischer, 701 E. Byrd Street, 15th Floor, Richmond, Virginia 23219, as trustees (together with any successors in such capacity, the “Trustee”) for the benefit of WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, a national banking association having an office at 213 Court Street, Suite 902, Middletown, CT 06457, in its capacity as trustee pursuant to the Indenture (as hereinafter defined), as beneficiary, assignee and secured par
CONTROL AGREEMENT CONCERNING DESIGNATED ACCOUNTS CONSISTING OF DEPOSIT ACCOUNTSControl Agreement • April 10th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
This Control Agreement Concerning Designated Accounts Consisting of Deposit Accounts (this “Control Agreement”), dated as of February 28, 2006 by and among FUEL STOP 36, INC., a Louisiana corporation, (“Pledgor”), WELLS FARGO BANK, NATIONAL ASSOCIATION (the “Trustee”) and HIBERNIA NATIONAL BANK (the “Bank”), is delivered pursuant to Section 3.4(b) of that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated as of February 8, 2002 made by Jacobs Entertainment, Inc., f/k/a Gameco, Inc., and each of the Guarantors listed on the signature pages thereto or from time to time party thereto by execution of a joinder agreement, in favor of the Trustee for its benefit and the benefit of the Holders of the Notes under the Indenture (as defined in the Security Agreement). The Trustee and each Holder of the Notes are hereby termed the “Secured Parties.” This Control Agreement is for the purpose of perfec
AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • March 29th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This Security Pledge Amendment, dated as of December 21, 2005, is delivered pursuant to Section 5.1 of that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”; capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement), dated as of February 8, 2002, among Jacobs Entertainment, Inc. (formerly known as Gameco, Inc.) (the “Issuer”), the undersigned, the other Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee (in such capacity and together with any successors in such capacity, the “Trustee”). The undersigned hereby agrees that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Securities and/or Intercompany Notes listed on this Pledge Amendment shall be deemed to be and shall become part of the Pledged Collateral and shall secure all Secured Obligatio
FIRST AMENDMENT TO FEE AND LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILINGJacobs Entertainment Inc • March 28th, 2005 • Services-miscellaneous amusement & recreation
This First Amendment to Fee and Leasehold Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (“First Amendment”) dated as of march 2, 2005 is between BLACK HAWK GAMING & DEVELOPMENT COMPANY, INC., a Colorado corporation, having an office at 240 Main Street, Black Hawk, Colorado 80422 (“Black Hawk”), BLACK HAWK/JACOBS ENTERTAINMENT, LLC, a Colorado limited liability corporation, having an office at 240 Main Street, Black Hawk, Colorado 80422 (“Black Hawk/Jacobs”) and GILPIN HOTEL VENTURE, a Colorado joint venture, having an office at 240 Main Street, Black Hawk, Colorado 80422 (“Gilpin”), each as a grantor, assignor and debtor (Black Hawk, Black Hawk/Jacobs and Gilpin, collectively in such capacities and together with any successors in such capacities, the “Grantors” and each a “Grantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association having an office at 213 Court Street, Suite 703, Middletown, CT 06457, in its capacity as tr
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • April 10th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
THIS SEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 28, 2006 among Jalou of Larose, LLC, a Louisiana limited liability company, Fuel Stop 36, Inc., a Louisiana corporation (each, a “ New Guarantor”), Jacobs Entertainment, Inc., a Delaware corporation (formerly known as Gameco, Inc.) (the “Company”), the guarantors listed on the signature pages attached hereto (the “Guarantors”) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
ADDENDUM TO UNBRANDED RACK SALES AGREEMENTUnbranded Rack Sales Agreement • January 13th, 2010 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This Addendum to Unbranded Rack Sales Agreement (the “Addendum”) is entered into on this 21st day of December, 2009, by and between CITGO Petroleum Corporation (“CITGO”) and JEI Distributing, a Limited Liability Company (the “Unbranded Marketer”).
CONSULTING AGREEMENTConsulting Agreement • March 31st, 2003 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Ohio
THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of January, 2003, by and between Jacobs Entertainment, Inc., a Delaware corporation (the “Company”), and Jacobs Investments Management Co., Inc., an Ohio corporation (the “Consultant”).
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING BY COLONIAL DOWNS HOLDINGS, INC., as Grantor, TO DAVID F. BELKOWITZ and JAMES L. WEINBERG, as Trustees for the benefit of WELLS FARGO BANK MINNESOTA, NATIONAL...Security Agreement • August 13th, 2004 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, amended and restated, supplemented, or otherwise modified from time to time, the “Deed of Trust”), dated as of June , 2002, made by COLONIAL DOWNS HOLDINGS, INC., a Virginia corporation, having an office at 10515 Colonial Downs Parkway, New Kent, Virginia 23124, as grantor, assignor and debtor (in such capacities and together with any successors in such capacities, the “Grantor”), to DAVID F. BELKOWITZ and JAMES L. WEINBERG, either of whom may act, having an address at Hirschler Fleischer, 701 E. Byrd Street, 15th Floor, Richmond, Virginia 23219, as trustee (together with any successors in such capacity, the “Trustee”) for the benefit of WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, a national banking association having an office at 213 Court Street, Suite 902, Middletown, CT 06457, in its capacity as trustee pursuant to the Indenture (as hereinafter defined), as beneficiary, assignee
LIMITED LIABILITY COMPANY AGREEMENT OF DIAMONDHEAD REAL ESTATE, LLCLimited Liability Company Agreement • March 18th, 2009 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
AMENDMENT NO. 2 to SECURITY AGREEMENTSecurity Agreement • March 28th, 2005 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
This Security Pledge Amendment, dated as of March , 2005, is delivered pursuant to Section 5.1 of that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”; capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement), dated as of February 8, 2002, among Gameco, Inc. (the “Issuer”), the undersigned, the other Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee (in such capacity and together with any successors in such capacity, the “Trustee”). The undersigned hereby agrees that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Securities and/or Intercompany Notes listed on this Pledge Amendment shall be deemed to be and shall become part of the Pledged Collateral and shall secure all Secured Obligations.
JOINT FILING AGREEMENTJoint Filing Agreement • September 30th, 2014 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D and any amendments to it with respect to the common stock, par value $.00001 per share, of Eldorado Resorts, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to that joint filing.
AMENDMENT NO. 1Jacobs Entertainment Inc • May 10th, 2007 • Services-miscellaneous amusement & recreation • New York
AMENDMENT NO. 1 (this “Amendment”), dated as of May 4, 2007, to that certain CREDIT AGREEMENT, dated as of June 16, 2006, among JACOBS ENTERTAINMENT, INC., a Delaware corporation (“Borrower”), the Lenders from time to time party thereto, CREDIT SUISSE SECURITIES (USA) LLC and CIBC WORLD MARKETS CORP., as Joint Lead Arrangers and Joint Bookrunners, CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as issuing bank, collateral agent and administrative agent (in such capacity, the “Administrative Agent”), CIBC WORLD MARKETS CORP., as syndication agent, CIT LENDING SERVICES CORPORATION, as co-documentation agent, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as co-documentation agent and swingline lender (as amended, supplemented or otherwise modified through the date hereof, the “Credit Agreement;” capitalized terms used herein without definition herein having the meanings assigned thereto therein).
SUBSIDIARY GUARANTEESubsidiary Guarantee • April 10th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
The undersigned entity (hereinafter referred to as the “Subsidiary Guarantor,” which term includes any successors or assigns of the same), does herewith irrevocably and unconditionally guarantee the Guarantee Obligations, which include that: (a) the principal of, and premium and interest and Additional Interest, if any, on the 11 7/8% Senior Secured Notes due 2009 (the “Notes”) of Gameco, Inc. (renamed Jacobs Entertainment, Inc., the “Company”), shall be duly and punctually paid in full when due, whether at maturity, by acceleration or otherwise, and interest on overdue principal, and premium, if any, and (to the extent permitted by law) interest on any interest, if any, on the Notes and all other Obligations of the Company to the Holders or the Trustee hereunder or under the Notes or under the Collateral Documents (including fees, expenses or other) shall be promptly paid in full or performed, all in accordance with the terms hereof and thereof; and (b) in case of any extension of tim
INCREASE JOINDER TO THE CREDIT AGREEMENTCredit Agreement • February 29th, 2012 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • New York
INCREASE JOINDER to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 23, 2012, by and among JACOBS ENTERTAINMENT, INC. (the “Borrower”), the Guarantors (as defined in the Credit Agreement referred to below), CAPITAL ONE, NATIONAL ASSOCIATION (the “Additional Revolving Lender”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent (the “Administrative Agent”) under the Credit Agreement (as defined below).
AMENDMENT TO OPTION AGREEMENTOption Agreement • July 12th, 2010 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This AMENDMENT TO OPTION AGREEMENT (the “Amendment”) is made as of July 6, 2010 by and between Jacobs Entertainment, Inc., a Delaware corporation (“Tenant”) and Nautica Phase 2 Limited Partnership, an Ohio limited partnership (“Landlord”).
FIFTH SUPPLEMENTAL INDENTUREJacobs Entertainment Inc • March 4th, 2005 • Services-miscellaneous amusement & recreation • New York
FIFTH SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of March 2, 2005 among the guarantors listed on the signature pages attached hereto (each, a "New Guarantor"), each an indirect subsidiary of Jacobs Entertainment, Inc., a Delaware corporation (formerly known as Gameco, Inc.) (the "Company"), and Wells Fargo Bank Minnesota, National Association, as trustee under the Indenture referred to below (the "Trustee").
AMENDMENT TO OPTION AGREEMENTOption Agreement • July 12th, 2010 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This AMENDMENT TO OPTION AGREEMENT (the “Amendment”) is made as of July 6, 2010 by and between Jacobs Entertainment, Inc., a Delaware corporation (“Tenant”) and Nautica Peninsula Land Limited Partnership, an Ohio limited partnership (“Landlord”).
JACOBS ENTERTAINMENT, INCJacobs Entertainment Inc • March 29th, 2006 • Services-miscellaneous amusement & recreation • New York
Reference is made to that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”; capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement), dated as of February 8, 2002, among Gameco, Inc. (renamed Jacobs Entertainment, Inc., the “Issuer”), each of the Guarantors listed on the signature pages thereto or from time to time party thereto by execution of a joinder agreement, and Wells Fargo Bank, National Association, as Trustee (in such capacity and together with any successors in such capacity, the “Trustee”).
MEMBERSHIP INTERESTS PURCHASE AGREEMENTMembership Interests Purchase Agreement • September 6th, 2007 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Louisiana
THIS MEMBERSHIP INTERESTS PURCHASE AGREEMENT (this “Agreement”), dated August 20, 2007 (“Agreement Date”), is entered into by and between GAMECO HOLDINGS, INC., a Delaware corporation (“Seller”), and JACOBS ENTERTAINMENT, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in context are defined in Section 12.15.
SHOPPING CENTER LEASEShopping Center Lease • March 29th, 2006 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Virginia
THIS AGREEMENT OF LEASE, made this 28th day of February, 2005, by and between Jay F. Wilks, Trustee under indenture dated December 20, 1976 by and between Herbert Cashvan and Marvin Simon, as Settlors and Jay F. Wilks, as Trustee (hereinafter called “Landlord”), whose mailing address is 3400 Building, Suite 200, 397 Little Neck Road, Virginia Beach, Virginia 23452, and telephone number is (757) 340-3535, and Colonial Downs L.P., a Virginia Limited Partnership (hereinafter called “Tenant”), whose mailing address is: 10515 Colonial Downs Parkway, New Kent, Virginia, 23124 and telephone number is 804-966-7223.
COLONIAL DOWNS, LLC 10515 Colonial Downs Parkway New Kent, Virginia 23124Jacobs Entertainment Inc • October 7th, 2004 • Services-miscellaneous amusement & recreation • New York
This letter supplements the Security Agreement and is delivered by the undersigned, COLONIAL DOWNS, LLC, a Virginia limited liability company (the "New Pledgor"), pursuant to Section 3.5 of the Security Agreement. The New Pledgor hereby agrees to be bound as a Guarantor and as a Pledgor by all of the terms, covenants and conditions set forth in the Security Agreement to the same extent that it would have been bound if it had been a signatory to the Security Agreement on the execution date of the Security Agreement and without limiting the generality of the foregoing, hereby grants and pledges to the Trustee, for its benefit and for the benefit of the Secured Parties, as collateral security for the full, prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) of the Secured Obligations, a Lien on and security interest in, all of its right, title and interest in, to and under the Pledged Collateral and expressly assumes all obligati
AMENDMENT TO OPTION AGREEMENTOption Agreement • July 12th, 2010 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation
This AMENDMENT TO OPTION AGREEMENT (the “Amendment”) is made as of July 6, 2010 by and between Jacobs Entertainment, Inc., a Delaware corporation (“Tenant”) and Sycamore & Main, Inc., an Ohio corporation (“Landlord”).
MEMBERSHIP INTERESTS PURCHASE AGREEMENTMembership Interests Purchase Agreement • February 3rd, 2011 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Louisiana
THIS MEMBERSHIP INTERESTS PURCHASE AGREEMENT (this “Agreement”), dated January 31, 2011 (“Agreement Date”), is entered into by and between GAMECO HOLDINGS, INC., a Delaware corporation (“Seller”), and JACOBS ENTERTAINMENT, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in context are defined in Section 12.15.
MEMBERSHIP INTERESTS PURCHASE AGREEMENT By and Between GAMECO HOLDINGS, INC., as Seller, AND JACOBS ENTERTAINMENT, INC., as Buyer, March 31, 2011Membership Interests Purchase Agreement • April 4th, 2011 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Louisiana
THIS MEMBERSHIP INTERESTS PURCHASE AGREEMENT (this “Agreement”), dated March 31, 2011 (“Agreement Date”), is entered into by and between GAMECO HOLDINGS, INC., a Delaware corporation (“Seller”), and JACOBS ENTERTAINMENT, INC., a Delaware corporation (“Buyer”). Capitalized terms not defined in context are defined in Section 12.15.
FORM OF CONTROL AGREEMENT CONCERNING DEPOSIT ACCOUNTSControl Agreement • August 13th, 2004 • Jacobs Entertainment Inc • Services-miscellaneous amusement & recreation • Virginia
This Control Agreement Concerning Designated Accounts Consisting of Deposit Accounts (this “Control Agreement”), dated as of June 14, 2002 by and among COLONIAL HOLDINGS, INC. (the “Pledgor”), WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION (the “Trustee”) and CITIZENS AND FARMERS BANK (the “Bank”), is delivered pursuant to Section 3.4(b) of that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated as of February 8, 2002 made by GAMECO, INC. (renamed Jacobs Entertainment, Inc., the “Issuer”) and EACH OF THE GUARANTORS LISTED ON THE SIGNATURE PAGES THERETO OR FROM TIME TO TIME PARTY THERETO BY EXECUTION OF A JOINDER AGREEMENT, in favor of WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, as trustee for its benefit and the benefit of the Holders of the Notes under the Indenture (as defined in the Security Agreement). The Trustee and each Holder of the Notes are hereby termed the “Secured Part
