FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • Delaware
This Indemnification Agreement (“Agreement”) is made as of _____________________ by and between Caesars Entertainment Corporation, a Delaware corporation (the “Company”), and _________________________ (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AGREEMENTRight of First Refusal Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AGREEMENT (this “Agreement”) is entered into as of December 22, 2017 (the “Effective Date”), by and between CAESARS ENTERTAINMENT CORPORATION, a Delaware corporation (“CEC”), and VICI PROPERTIES L.P., a Delaware limited partnership (“Propco”).
AMENDED AND RESTATED LEASE By and AmongLease • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
THIS AMENDED AND RESTATED LEASE (this “Lease”) is entered into as of December 22, 2017, by and among 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”).
GUARANTYGuaranty • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
This GUARANTY OF LEASE (this “Guaranty”), is made and entered into as of the ____22______day of December, 2017 by and between Caesars Resort Collection, LLC, a Delaware limited liability company (“Guarantor”), and Claudine Propco LLC, a Delaware limited liability company (“Landlord”).
FIRST AMENDMENT TO LEASE (NON-CPLV)CAESARS ENTERTAINMENT Corp • March 8th, 2018 • Hotels & motels
THIS FIRST AMENDMENT TO LEASE (NON-CPLV) (this “First Amendment”), is made as of December 22, 2017, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, “Landlord”), and CEOC, LLC, a Delaware limited liability company, and the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and assigns, “Tenant”).
PUT-CALL RIGHT AGREEMENTPut-Call Right Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • Nevada
THIS PUT-CALL RIGHT AGREEMENT (this “Agreement”) is entered into as of December __, 2017 (the “Effective Date”), by and among CLAUDINE PROPCO LLC, a Delaware limited liability company (“VICI”), and VEGAS DEVELOPMENT LAND OWNER LLC, a Delaware limited liability company (“Parcel 1 Owner”) and 3535 LV NEWCO, LLC, a Delaware limited liability company (“Parcel 2 Owner” and with Parcel 1 Owner, collectively “Owner”). VICI and Owner are together referred to herein as the “Parties”, and each individually, a “Party”.
PURCHASE AND SALE AGREEMENT by and between VEGAS DEVELOPMENT LLC, a Delaware limited liability company as Seller and EASTSIDE CONVENTION CENTER, LLC, a Delaware limited liability company as Buyer Clark County Assessor Parcel Numbers 162-16-410-060...Purchase and Sale Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • Nevada
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) made as of November 29, 2017 (the “Effective Date”) by and between VEGAS DEVELOPMENT LLC, a Delaware limited liability company, having an office at 8329 W. Sunset Road, Suite 210, Las Vegas, Nevada 89113 (“Seller”), and EASTSIDE CONVENTION CENTER, LLC, a Delaware limited liability company, having an office at One Caesars Palace Drive, Las Vegas, Nevada 89109 (“Buyer”).
PURCHASE AND SALE AGREEMENT by and between HARRAH’S LAS VEGAS, LLC, a Nevada limited liability company as Seller and CLAUDINE PROPERTY OWNER LLC, a Delaware limited liability company as Buyer Harrah’s Las Vegas Hotel & Casino Las Vegas, Nevada...Purchase and Sale Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • Nevada
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) made as of November 29, 2017 (the “Effective Date”) by and between HARRAH’S LAS VEGAS, LLC, a Nevada limited liability company, having an office at One Caesars Palace Drive, Las Vegas, Nevada 89109 (“Seller”), and CLAUDINE PROPERTY OWNER LLC, a Delaware limited liability company (“Buyer”), having an office at 8329 W. Sunset Road, Suite 210, Las Vegas, Nevada 89113.
INCREMENTAL ASSUMPTION AGREEMENT NO. 1Incremental Assumption Agreement • March 8th, 2018 • CAESARS ENTERTAINMENT Corp • Hotels & motels • New York
INCREMENTAL ASSUMPTION AGREEMENT NO. 1 (this “Agreement”) dated as of December 18, 2017 relating to the Credit Agreement dated as of October 6, 2017 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Credit Agreement”) among CAESARS ENTERTAINMENT OPERATING COMPANY, INC., CEOC, LLC, as borrower (the “Borrower”), the Lenders party thereto from time to time and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as administrative agent for the Lenders (together with its successors and assigns in such capacity, the “Administrative Agent”) and collateral agent for the Secured Parties.
