Exhibit 10.2





Exhibit 10.2




Execution Copy 06/27/2011




ASSET PURCHASE AND TRANSITION AGREEMENT




This Asset Purchase and Transition Agreement (“Agreement”) is made and entered into on this
28th day of June, 2011 (“Effective Date”), by and between HCC CORPORATION, a Nevada corporation
(“Seller”), doing business as GRAND LODGE CASINO (“the Casino”), Seller and GAMING ENTERTAINMENT
(NEVADA), LLC a Nevada Limited Liability Company, (“Buyer”). Collectively, Seller and Buyer are
sometimes referred to herein as the “Parties.”



RECITALS:




A. The Seller owns all of the assets, tangibles, intangibles, going business,
inventory, liabilities, name and goodwill of the Casino, located at the Hyatt Regency Lake Tahoe
Resort, Spa and Casino, 111 Country Club Drive, Incline Village, and Nevada 89451, operating a
casino business (the Business”).



B. The Buyer desires to purchase and the Seller desires to sell certain of the assets
used in connection with the operation of the Business, as hereafter described (the “Assets”), and
to assume certain liabilities incurred in connection with the operation of the Business (“Assumed
Liabilities”) and following Closing, Buyer desires to operate the Business.




C. In addition, Buyer agrees to certain specific matters regarding the employees of



Seller at the Casino all as more fully set forth herein.



D. The purpose of this Agreement is to set out the mutual covenants, representations,
warranties and promises of the Parties in connection with the Buyer’s acquisition of the Assets of
the Business.



E. In consideration of the foregoing facts and the mutual covenants, representations and
warranties contained herein, and with the intention of being legally bound hereby, the Parties
hereto agree as follows:



ARTICLE I

PURCHASE OF PRIMARY ASSETS




1.1 Sale of Primary Assets. Upon the terms and subject to the conditions set
forth in this Agreement, Seller agrees to sell and Buyer agrees to purchase:



1.1.1 The gaming and other tangible personal property described in the appraisal, attached
hereto as Schedule A, plus such other tangible personal property which may be or, in accordance
with the terms of this Agreement, have been acquired after the date of the appraisal to the extent
the same is used in the business, and less any such property as may have
been disposed of, by the Casino prior to the Closing. The price of such assets shall be the
values as itemized on Schedule A, plus the actual cost of any additions, and less the value as
listed on Schedule A of any deletions.


 


 









 





1.1.2 Gaming inventories, including, without limitation, inventories of cards, dice and gaming
equipment parts described on Schedule B attached hereto, plus such other inventories as may
hereafter have been acquired, and less any such inventory as may have been disposed of, in the
ordinary course of Casino business, prior to Closing. The purchase price for these inventories
shall be the amounts indicated on Schedule B, plus the actual cost of any additions and deletions.



1.1.3 Operating supplies, including, without limitation, office supplies and equipment, and
other miscellaneous supplies located on the premises, provided that any equipment or supplies with
a value of $100.00 or greater is scheduled on Schedule E, attached hereto. The price for the
operating supplies shall be Seven Thousand Five Hundred Dollars ($7,500.00).



1.1.4 Copyrights, trade names, trademarks, domain names, customer lists, good will and other
related intangible assets relating to the Business (excluding the corporate names of Seller), and
specifically including the names “Grand Lodge Casino” and “Player Advantage Club”, all internet
domain names and URLs related thereto, and all rights in and to those names, including but not
limited to the intellectual property set forth on Schedule C. The purchase price for these assets
shall be One Dollar ($1.00). The trademarks GRAND LODGE CASINO and PLAYER ADVANTAGE CLUB, and the
respective Federal Trademark Registration Nos 3,760,969 and 2,639239, are owned by the Seller.
Additionally, Seller shall transfer to Buyer the domain name <grandcasinolodge.com> which
Seller’s marketing company Mosac Marketing Group, Inc. (“Mosac”) has transferred to Seller.



1.1.5 Subject to Section 7.4, all assignable rights and obligations under any written or oral
contracts, agreements, leases, instruments, or other documents or commitments, arrangements,
undertakings, practices or authorizations related to the Primary Assets or the operations of the
Business (collectively the “Contracts);



1.1.6 All documents and books and records related to the Primary Assets or the operations of
the Business, including, without limitation, customer, supplier, mailing and player lists, and
casino files relating to the Business; and



1.1.7 All other intangible property owned or leased by Seller required for the operation of
the Business, including, without limitation, goodwill, operating and training manuals, federal,
state, and local certifications and other permits (to the extent assignable), manuals and plans
relating to the Business or its operations, and other documents relating to the operation of the
Primary Assets, (together with the assets described in Sections 1.1.5 and 1.1.6, the
“Intangibles”);


 


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1.2 Aggregate Purchase for Primary Assets.



The aggregate purchase price for the primary assets shall be the sum of the amounts reflected
in Sections 1.1.1 through 1.1.7 above, and shall be payable, plus or minus the settlement amount
referred to in Section 2.4, by wire transfer at Closing to an account specified by Seller and
identified by Buyer at least five (5) days prior to Closing.



1.3 Closing. The Closing shall take place at a mutually convenient location within
Nevada on a date to be agreed which is shall be no later than 15 days following the grant of a
gaming license to the Buyer by the Nevada Gaming Commission. This Agreement is specifically
conditioned upon (a) the Buyer obtaining a non-restricted gaming license to operate the assets
being transferred and (b) Buyer entering into a Lease for the Premises in which the assets are
operated with Hyatt Equities LLC and Buyer shall have no obligation hereunder unless and until such
gaming license is issued and effective. Either Party shall have the right to terminate this
Agreement, at any time (i) on or after September 1, 2011, in the event the above referred to Lease
has not been executed on or before said date, or (ii) on or after November 1, 2011, in the event
the above referred to gaming license shall not have been obtained on or before said date.



ARTICLE 2

TREATMENT OF CERTAIN CURRENT ASSETS

AND

ASSUMPTION OF CERTAIN CURRENT LIABILITIES




2.1 Current Assets. Seller shall transfer to Buyer the following current assets:
“cash on premises”, prepaid equipment rentals and other transferrable prepaid items, and casino
markers in the Seller’s possession at the date of Closing. For purposes hereof, “cash on premises”
shall mean all Seller owned currency located in the Casino at the Closing and shall include,
without limitation, cage cash and cash in drop boxes, bill validators and ticket redemption kiosks.



2.2 Current Liabilities. At Closing, Buyer shall assume the following liabilities:
outstanding chip/TITO ticket liabilities, progressive jackpot liabilities, and Player Club points.
Buyer shall notify Seller at least thirty (30) days prior to Closing of the extent to which Buyer
will assume any accrued vacation pay for Casino employees hired by Buyer, however, such election by
Buyer may be made only in respect to all former Seller employees hired by Buyer and not any lesser
number of such employees.



2.3 The value of the current assets and current liabilities described above shall be valued at
their actual amounts as of the Closing Date with the following adjustments.



2.3.1 Prior to the Closing, Seller and Buyer shall agree to an allowance for uncollectible
markers and the method of calculating such allowance.



2.3.2 The amount for progressive jackpots will be included only for the amount
in excess of the seed money, although the liability to be assumed will be the entire
liability, provided however that in the computation of the purchase price, Buyer will pay an amount
equal to seventy-five percent (75%) of the seed money.


 


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2.4 Settlement at Closing. A preliminary amount for the current assets and current
liabilities described in this Article will be agreed upon between Seller and Buyer prior to the
Closing. If current assets exceed current liabilities, Buyer shall pay to Seller such additional
amount at Closing. If current liabilities exceed current assets as described in this Article,
Seller shall pay that amount in cash to Buyer or issue a credit to Buyer at closing.



2.5 Post Closing Adjustment. Within sixty (60) days of Closing, the Parties shall
agree on any adjustments necessary to the current assets and current liabilities described in this
Article, and settlement of any adjustments shall be made in cash at that time. Such post-closing
adjustment shall be final and binding on the Parties.



ARTICLE 3

ADDITIONAL RIGHTS ASSIGNED TO BUYER




3.1 At the Closing, Seller shall assign to Buyer the trademark and trade name rights as
described on Schedule C and the equipment leases and contracts described on Schedule D. Buyer shall
have the responsibility for obtaining any and all consents necessary to assign such leases and
contracts, which Buyer shall obtain prior to Closing. Seller agrees to cooperate with Buyer to
accomplish such assignments.



3.2 Seller shall retain and are not transferring any insurance policies or other deposits not
specifically described herein, and reserve all rights with respect to those items.



3.3 Seller shall be responsible for any accrued payroll liabilities to employees through the
Closing date, except to the extent specifically assumed by Buyer hereunder.



ARTICLE 4

REPRESENTATIONS AND WARRANTIES OF THE SELLER




As an inducement to the Buyer to enter into this Agreement and to consummate the transactions
contemplated hereby, the Seller represents and warrants to the Buyer that at the time of entering
into this Agreement and as of the Closing Date, the following representations and warranties, which
shall survive Closing for the period provided herein, are true and accurate:



4.1 Organization and Standing. Seller is a Nevada corporation, duly organized, validly
existing and in good standing under the laws of the State of Nevada. Seller is duly licensed and
qualified to do business in the State of Nevada and to carry on the Business in the State of Nevada



4.2 Ownership of Assets and Operation of Business. That Seller has good title to the
Assets, and has the right to sell, assign and transfer the same free and clear of all liens,
pledges and encumbrances of any kind. There are no outstanding options or other agreements
obligating the Seller to convey or encumber the Assets of the Business.


 


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4.3 Authority. The Seller represents and warrants that it has full legal power,
capacity and authority to execute and deliver this Agreement and Schedules hereto, and to
consummate the transactions contemplated hereby, and that this Agreement has been duly and validly
executed and delivered by Seller and constitutes a valid and binding Agreement of Seller,
enforceable in accordance with its terms. The person or persons executing this Agreement and any
document provided pursuant to this Agreement or at Closing by or on behalf of Seller is duly
authorized and empowered to execute such document on behalf of Seller and to bind Seller to such
action. The entry into and performance of this Agreement will not violate any understanding,
agreement, commitment of Seller or any law, rule, regulation, ordinance, code or statute to which
Seller are subject or obligated. The execution, delivery and performance of this Agreement by
Seller and the consummation of the transactions contemplated by this Agreement are not contrary to
the Articles of Incorporation or Bylaws of Seller. The execution, delivery or performance of this
Agreement by Seller and the consummation of the transactions contemplated by this Agreement will
not (a) with the passage of time, the giving of notice or otherwise, result in a violation or
breach of, or constitute a default under, any term or provision of any indenture, mortgage, deed of
trust, lease, instrument, contract, agreement or other restriction to which Seller is a party or to
which any of Primary Assets is subject, (b) result in the creation of any lien or other charge on
any of the Primary Assets, (c) result in an acceleration or termination of any note, loan or
security agreement or similar agreement or instrument to which Seller is a party or by which any of
Primary Assets are bound, or (d) result in a violation of any order, judgment, decree, rule,
regulation or law applicable to Seller.



4.4 Good and Marketable Title to Assets. Buyer shall acquire good title to, and all
right, title and interest in, the Assets, free and clear of all claims, charges, liens and
encumbrances.



4.5 Liabilities. Except as expressly provided in this Agreement, Seller represent and
warrant that Buyer will not be responsible for any obligation of Seller incurred prior to Closing.



4.6 Tangible Personal Property. Schedule A contains a true and complete list of all
tangible personal property sold hereby as of the date or dates set forth in Schedule A, and Seller
represent that all of the personal property used in connection with the operation of the Business
Assets and inventory are sold AS-IS. Seller shall deliver a supplement to Schedule A, showing
additions or deletion since those dates not later than five (5) days prior to the Closing, and such
supplement shall, upon delivery to Buyer, be deemed included in the representations and warranties
contained in this Section 4.6. Seller makes no warranties as to the condition of the Assets and
inventory, except that Seller represents and warrants that the Assets are free and clear of any
liens and encumbrances, and that Seller will convey good title to the Assets (including all
inventory) to Buyer at Closing. Buyer is responsible for inspecting the Assets. Buyer understands
that it is purchasing all of the inventory.



4.7 Employees. As previously disclosed to Buyer, Seller has entered into certain
employment agreements, consulting agreements and severance agreements with current and former
employees of Seller. Buyer assumes no responsibility or liability with respect thereto.



4.8 Employee Benefits. Seller maintain various employee benefit plans pursuant
to which Seller provided benefits or compensation to or on behalf of employees or former employees
of Seller, whether or not written. Buyer assumes no responsibility or liability for any plans.


 


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4.9 Litigation. There is no (i) action, suit claim, proceeding or investigation
pending or to the best knowledge of Seller, threatened against Seller at law or in equity or before
or by any federal, state, municipal or other governmental department, commission, board, bureau,
agency or instrumentality, domestic or foreign, (ii) arbitration proceeding pending relating to the
Business, or (iii) governmental inquiry pending. The Business is not in default with respect to
any order, writ, injunction or decree served upon it from any court or any federal, state,
municipal or other governmental department, commission, board, bureau, agency or instrumentality,
domestic or foreign. There is no action or suit by the Business pending against others.



4.10 Broker. Seller has not engaged a Broker and is not responsible for any
payment to any finder, broker or consultant in connection with the transactions contemplated by
this Agreement.



4.11 Disclosure. All documents prepared by Seller or the Business in connection
with this Agreement and the transactions contemplated hereby, including but not limited to all
financial statements, are materially correct.



4.11.1 Omission. To the best of their knowledge, neither this Agreement nor any schedules or
exhibits hereto contain any untrue statements of a material fact or omit to state a material fact
necessary in order to make the statements contained therein not misleading.



ARTICLE 5

ADDITIONAL OBLIGATIONS OF THE SELLER





The Seller further promise, covenant and agree as follows:



5.1 Transfer of Assets. That the Seller shall give full, complete and actual
possession of the Assets to the Buyer on the Closing Date.



5.2 Limitations of Seller. That from the date of this Agreement to the Closing Date,
the Seller shall:



5.2.1 Not transfer, convey, lease, mortgage, refinance or otherwise encumber any of the
Assets;



5.2.2 Fully cooperate with all reasonable requests of the Buyer to accomplish the transfer
and assignment of all assignable licenses and permits;



5.2.3 Exercise commercially reasonable efforts to have current suppliers
continue with Buyer on same terms and conditions. Seller shall furnish a list of all the
currently active suppliers to the Business and contain the terms of the arrangements with them; and



5.2.4 Pay in full through and including Closing all taxes required to be paid by the Seller
or the Business, and all accrued employee payroll through the Closing, except to the extent as
specifically assumed by Buyer hereunder.



5.2.5 Continue the business of Seller in substantially the method, manner and fashion is has
been conducted and make no material changes to the business or its operations, except for (i)
drawdowns in the amount of cash on premises, and (ii) additions to or deletions of Assets in
accordance with the provisions of this Agreement.


 


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5.2.6 Arrange for and execute any and all consents to assign or transfer any contracts being
assigned to or assumed by Buyer.



5.2.7 Not make any additions to or deletions of the Assets with a value in excess of
$1,000.00 without the consent of Buyer, which consent, with respect to additions and deletions made
in the ordinary course of the Business and on a basis consistent with prior practices, shall not be
unreasonably withheld.



5.3 Closing Deliveries. That on the Closing Date, the Seller shall execute, if
appropriate, and delivery to the Buyer:




5.3.1 A Bill of Sale transferring and assigning the Assets to the Buyer;



5.3.2 Seller will execute any other instruments necessary or appropriate to transfer to the
Buyer all of Seller’s right, title and interest in and to the Assets;



5.3.3 To the extent assignable, an assignment by the Seller to the Buyer of all licenses,
permits and approvals from all governmental authorities necessary to enable the Buyer to manage and
operate the Business and the Assets in the same manner that the Business and the Assets are now
being managed and operated; and




5.3.4 Assignments of the items specified in Section 3.1 above.



5.4 Further Assurances. That the Seller will, at any time and from time to time after
the Closing Date, upon the Buyer’s reasonable request, execute, acknowledge and deliver or will
cause to be done, executed, acknowledged and delivered all such further acts, deeds, assignments,
transfers, conveyances and assurances as may reasonably be required for the better assigning,
transferring, granting and confirming title of the assets to the Buyer, or to its successors and
assigns.



ARTICLE 6

REPRESENTATIONS AND WARRANTIES OF THE BUYER




As an inducement to the Seller to enter into this Agreement and to consummate the
transactions contemplated hereby, the Buyer represents and warrants to the Seller as follows:



6.1 Power and Authority. The Buyer has the authority to execute, deliver and perform
this Agreement. The documents to be executed and delivered by the Buyer have been duly executed
and delivered by, and constitute the legal, valid and binding obligation of the Buyer and are
enforceable against the Buyer in accordance with their terms. The person or persons executing this
Agreement and any document provided pursuant to this Agreement or at Closing by or on behalf of
Buyer is duly authorized and empowered to execute such document on behalf of Buyer and to bind
Buyer to such action. The entry into and performance of this Agreement will not violate any
understanding, agreement, commitment of Buyer or any law, rule, regulation, ordinance, code or
statute to which Buyer is subject or obligated. The entry into and performance of this Agreement
will not violate any understanding, agreement, commitment of Buyer or any law, rule, regulation,
ordinance, code or statute to which Buyer is subject or obligated. The execution, delivery and
performance of this Agreement by Buyer and the consummation of the transactions contemplated by
this Agreement are not contrary to the Articles of Formation or Operating Agreement of Buyer. The
execution, delivery or performance of this Agreement by Buyer and the consummation of the
transactions contemplated by this Agreement will not (a) with the passage of time, the giving of
notice or otherwise, result in a violation or breach of, or constitute a default under, any term or
provision of any indenture, mortgage, deed of trust, lease, instrument, contract, agreement or
other restriction to which Buyer is a party, (b) result in an acceleration or termination of any
note, loan or security agreement or similar agreement or instrument to which Buyer is a party, or
(c) result in a violation of any order, judgment, decree, rule, regulation or law applicable to
Buyer.


 


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6.2 Disclosure. All documents delivered or to be delivered by or on behalf of Buyer
in connection with this Agreement and the transactions contemplated hereby are true, complete and
correct. To the best of Buyer’s knowledge, this Agreement does not contain any untrue statement of
a material fact or omit a material fact necessary to make the statements contained herein or
therein, in light of the circumstances in which made, not misleading.



6.3 Broker. Buyer represents that it has not engaged any broker or agent related to
this transaction.



ARTICLE 7

ADDITIONAL OBLIGATIONS OF THE BUYER




The Buyer further promises, covenants and agrees as follows:



7.1 Cooperation. To fully cooperate with the Seller to insure that the transfer of
possession takes place with the least possible disruption.



7.2 Lease. To use its best efforts to negotiate with the current landlord of the
Casino’s premises a new lease for such premises. The successful negotiation of such lease shall
be a condition precedent to Seller’s obligations to close hereunder.



7.3 Employment Generally; Worker Adjustment and Retraining Notification Act
(“WARN Act”).



7.3.1 Seller currently employs approximately 150 full, part time, and seasonal employees at
the Casino.



7.3.2 Buyer agrees to offer employment to at least seventy percent (70%) of Seller’s full-time
employees for a period of not less than ninety (90) days following Closing, upon terms and
conditions that will not constitute a “constructive discharge” within the meaning of the WARN Act,
it being the express intention of the parties that Seller will have no requirement or obligation to
give any notices which otherwise may be required pursuant to the terms of the WARN Act.



7.3.3 Seller’s agreement to consummate the transactions contemplated by this Agreement is
in full reliance upon Buyer’s obligation to offer employment to a sufficient number of Seller’
employees at the Casino, to eliminate any requirement to give WARN Act notices to Seller’s
employees.


 


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7.4 Employment Contracts.



7.4.1 Buyer acknowledges that four (4) employees of Seller have existing employment agreement,
which employment agreements have been provided to Buyer.



7.4.2 Seller and Buyer agree and understand that Buyer assumes no liability under or pursuant
to any existing employment agreement which Seller has entered into with its employees. Seller shall
not, and shall have no obligation to, assign said existing employment agreements to Buyer.



7.5 Further Assurances. On the Closing Date the Buyer shall execute, if appropriate,
and deliver to the Seller such instruments, documents, assignments and assumptions of liability as
may be reasonably necessary, in the Seller’s opinion, to affect a transfer of the Assets to the
Buyer and the assumption of liability required to be assumed by Buyer hereunder..



7.6 Buyer shall assume the assumed liabilities only to the extent arising or accruing from and
after the Closing Date, and Buyer shall have no duty or obligation whatsoever with respect to any
duties or obligations of Seller arising or accruing before the Closing Date (all of which shall be
the sole responsibility and liability of Seller).



7.7 From time to time following the Closing, Buyer shall grant to Seller, and to
Seller’s representatives and agents, access to all books and records of the Business transferred to
Buyer hereunder, and the right to make copies and extracts thereof, all at Seller’s sole expense,



For the purpose of enabling Seller to make any post-closing reports or filings it may be required
to that it may desire to make including without limitation, tax returns and reports and reports to
regulatory agencies. For that purpose, Buyer agrees to retain all such books and records for a
period consistent with Seller’s records retention policies in place on the date hereof. In
addition,
Buyer agrees to make available to Seller the services of Seller’s current Controller to prepare or
assist in preparing such reports and filings so long as said Controller remains in the employ of
Buyer and provided her assistance can be made available without disruption to Buyer’s business.
Seller agrees that it shall reimburse Buyer for a proportionate share of the Controller’s
compensation and benefits and other related costs for the time during which she is rendering the
services herein contemplated.



ARTICLE 8

COVENANTS AND AGREEMENTS




8.1 Cooperation. Each of the parties hereto shall use his, her or its commercially
reasonable efforts and good faith to perform and fulfill all conditions and obligations to be
fulfilled or performed hereunder.



8.2 Taxes. Seller shall be responsible for the payment of and will indemnify and hold
the Buyer harmless against all taxes due or assessed which related to the operations of the
business for all periods up to and including the Closing Date. Buyer shall be responsible for the
payment of and will indemnify and hold the Seller harmless against all taxes due or assessed which
relate to the operations of the business for all periods following the Closing Date.


 


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ARTICLE 9

SURVIVAL; INDEMNIFICATION




9.1 Survival. The representations, warranties and indemnities set forth in or made
pursuant to this Agreement shall remain operative and shall survive for a period of one (1) year
from the Closing Date (“Survival Period”) and shall not be merged therein, regardless of any
investigation by or on behalf of any party.



9.2 Indemnification by Seller. From and after Closing, Seller will indemnify and hold
harmless Buyer and each of its respective affiliates, directors, officers, employees, attorneys,
agents, representatives, successors and assigns in respect of any and all claims, losses, damages,
liabilities, penalties, interest, costs and expenses (including reasonable attorneys’, accountants’
and consultants’ fees and expenses, including and such expenses incurred in connection with
investigating, defending against or settling any such claims) (collectively, “Losses”) reasonably
incurred by Buyer in connection with, or resulting from, any or all of the following:



9.2.1 Any breach of any representation or warranty made by Seller in this Agreement, to the
extent Buyer has notified Seller in writing of any such purported breach within the Survival
Period; and



9.2.2 Any breach in the performance of any covenant, agreement or obligation of Seller
contained in this Agreement.



9.3 Indemnification by Buyer. From and after the Closing, Buyer will indemnify and
hold harmless Seller and each of its respective affiliates, directors, officers, employees,
attorneys, agents, representatives, successors and assigns in respect of any and all claims,
losses,
damages, liabilities (specifically including all liabilities for failure to give WARN Act
notices), penalties, interest, costs and expenses (including reasonable attorneys’, accountants’
and consultants’ fees and expenses, including and such expenses incurred in connection with
investigating, defending against or settling any such claims) (collectively, “Losses”) reasonably
incurred by Seller in connection with, or resulting from, any or all of the following:




9.3.1 Any breach of any representation or warranty made by Buyers in this Agreement; and



9.3.2 Any breach in the performance of any covenant, agreement or obligation of Buyers
contained in this Agreement to the extent Seller has notified Buyer of any purported breach within
the Survival Period.


 


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ARTICLE 10

MISCELLANEOUS




10.1 Entire Agreement. This Agreement embodies the entire agreement and understanding
between the parties hereto with respect to the subject matter hereof and supersedes all prior
written or oral agreements and understandings relating to the subject matter hereof. No statement,
representation, warranty, covenant or agreement of any kind not expressly set forth in this
document shall affect, or be used to interpret, change or restrict, the express terms and
provisions of this Agreement.



10.2 Modifications. The terms and provisions of this Agreement may be modified or
amended only by a written agreement executed by all parties signatory hereto.



10.3 Assignment. Neither this Agreement nor any right hereunder may be assigned
by any of the parties hereto without the prior written consent of the other parties; provided,
however, that the Buyer may assign the rights under this Agreement including without limitation the
right to receive the Assets to a corporation, partnership, limited liability company or other
similar entity without the express written approval of the Seller. This Agreement shall be binding
upon and inure to the benefit of the parties hereto and their respective heirs, personal
representatives, successors and permitted assigns.



10.4 Termination. In the event that either party terminates this Agreement,
written notice thereof shall forthwith be given to the other party or Parties, and the transactions
contemplated hereby shall be terminated without further action by any party. If the transactions
are terminated as provided herein:



(a) Buyer and Seller shall return all documents, copies and other material received
from any other party relating to the transactions contemplated hereby, whether so obtained before
or after the execution hereof, to the party from whom such documents, copies or materials were
received;



(b) All confidential information received by Buyer and Seller with respect to Buyer or Seller
or the Business shall be treated as confidential notwithstanding the termination of this Agreement;
and




(c) This Agreement shall become void and of no further force and affect.



10.5 Notices. All notices, demands, requests, or other communications which may
be or are required to be given or made by any party to any other party pursuant to this Agreement
shall be in writing and shall be hand delivered or delivered by overnight air courier and addressed
or faxed as follows:



	 	 	 
	10.5.1 If to Seller:
	 	 
	 

	 	HCC CORPORATION,
	 

	 	a Nevada corporation, d/b/a
	 

	 	GRAND LODGE CASINO
	 

	 	c/o HGMI Gaming, Inc.
	 

	 	71 S. Wacker Drive
	 

	 	10th Floor
	 

	 	Chicago, IL 60606





 


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	 	with a required copy to:
	 
	 	 
	 

	 	Michael J. Melarkey, Esq.
	 

	 	Avansino, Melarkey, Knobel, Mulligan & McKenzie
	 

	 	4795 Caughlin Parkway, Suite 100
	 

	 	Reno, NV 89519
	 

	 	Tel.: 775-333-0300
	 

	 	Fax: 775-333-0305
	10.5.2 If to Buyer:
	 	 
	 

	 	GAMING ENTERTAINMENT (NEVADA),
	 

	 	A Nevada Limited Liability Company
	 

	 	c/o FULL HOUSE RESORTS, INC
	 

	 	4670 So. Fort Apache Road, Suite 190
	 

	 	Las Vegas, NV 89147
	 

	 	Attn: Andre M. Hilliou, Chairman and CEO







or such other address as the addressee may indicate by written notice to the other parties.




Each notice, demand, delivery, request or communication which shall be given or made in the
manner described above shall be deemed sufficiently given or made for all purposes at such time as
it is delivered to the addressee (with the delivery receipt or the affidavit of messenger being
deemed conclusive but not exclusive evidence of such delivery) or at such time as delivery is
refused by the addressee upon presentation.



10.6 Governing Law. This Agreement and the rights and obligations of the parties
hereunder shall be construed in accordance with and governed by the internal laws of the State
of Nevada, without giving effect to the conflict of law principles thereof.



10.7 Severability. In the event that a court of competent jurisdiction or arbitral
panel shall finally determine that any provision, or any portion as contained in this Agreement
shall be void or unenforceable in any respect, then such provision shall be deemed limited to the
extent that such is determined to be enforceable and as to limited shall remain in full force and
effect. To the extent that such determination shall finally decide any such provision to be wholly
unenforceable, the remaining provisions of this Agreement shall nevertheless remain in full force
and effect as though such provision was omitted in its entirely.



10.8 Interpretation. The parties acknowledge and agree that (i) the rules of
construction to the effect that any ambiguities are resolved against the drafting party shall not
be employed in the interpretation of this Agreement and (ii) the terms and provisions of this
Agreement shall be construed fairly as to all parties hereto and not in favor of or against any
party regardless of which party was generally responsible for the preparation of this Agreement.



10.9 Headings and Captions. The headings and captions of the various subdivisions of
this Agreement are for convenience of reference only and shall in no way modify or affect or be
considered in construing or interpreting the meaning or construction of any of the terms or
provisions hereof.


 


12









 





10.10 Reliance. The parties hereto agree that notwithstanding any right of any party
to this Agreement to investigate the affairs of any other party to this Agreement, the party having
such right to investigate shall have the right to rely fully upon the representations and
warranties of the other party expressly contained herein, whether or not such investigation was
conducted.



10.11 Fees and Expenses.  Costs and expenses incurred in connection with this
Agreement and the transactions contemplated hereby shall be borne and paid as follows:



10.11.1 All documentary stamp or transfer taxes and fees and recording fees relating to the
purchase of the Assets shall be borne and paid by Seller, and all sales use or similar taxes, if
any, relating to the purchase of the Assets shall be paid by the Buyer.



10.11.2 The Seller shall have paid all required state unemployment taxes through the date of
Closing.



10.11.3 Except as otherwise specifically provided in this Agreement, each party shall bear its
own costs and expenses arising out of the negotiation, execution, delivery and performance of this
Agreement and the consummation of the transactions contemplated herein including, without
limitation, legal and accounting fees and expenses, whether or not the transactions contemplated
hereby are consummated.



10.12 Counterparts. This Agreement may be executed in one or more counterparts and by
different parties hereto on separate counterparts, each of which shall be deemed an original but
all of which together shall constitute one and the same instrument.



10.13 Representation. Avansino, Melarkey, Knobel, Mulligan & McKenzie (the “Law
Firm”) has prepared this document on behalf of and has represented the Seller and does not
represent Buyer with respect to this document or any agreement between the Seller and Buyer. The
Law Firm advises Buyer to consult with its own independent legal counsel and tax advisors as to the
matters of this Agreement. The Law firm has made no representations to Buyer as to the federal or
state tax consequences of the transactions contemplated under this Agreement.



10.14 Arbitration. Any controversy or claim arising out of or relating to
this Agreement or the making, performance or interpretation thereof shall be settled by arbitration
pursuant to JAMS, Streamlined Arbitration Rules, using a single arbitrator in Reno, Nevada and
judgment on the arbitration award may be entered in any court having jurisdiction over the subject
matter of the controversy. In connection with any such arbitration, each Party shall bear the cost
of its own counsel, and all other costs associated with the arbitration shall be borne as awarded
by the arbitrator. Neither Party shall have the right to discovery in connection with such
arbitration except as otherwise agreed by the Parties or as determined by the arbitrator in light
of the circumstances of the case. In any arbitration, the arbitrator shall be bound by the terms
of this Agreement and applicable provisions of law. The cost of any verbatim transcript of the
arbitration proceedings shall be borne by the Party requesting the same or if requested by both
Parties shall be divided equally. Transcripts of arbitration proceedings shall be made available
to the Party or Parties requesting verbatim transcripts and to the arbitrator.


 


13









 





IN WITNESS WHEREOF the Buyer and the Seller have executed this Agreement all as of the
Effective Date.



	 	 	 	 	 	 	 	 	 
	BUYER:	 	SELLER:	 	 
	 
	 	 	 	 	 	 	 	 
	GAMING ENTERTAINMENT (NEVADA),	 	HCC CORPORATION, a Nevada corporation,	 	 
	A Nevada Limited Liability Company	 	d/b/a GRAND LODGE CASINO	 	 
	 
	 	 	 	 	 	 	 	 
	By:

	 	/s/ Mark J. Miller
	 	By:
	 	/s/ Peter M. Liguori	 	 
	 

	 	 

	 	 	 	 

	 	 
	Its:

	 	Manager
	 	Its:
	 	President	 	 





 


14









 





SCHEDULE A




Gaming and Tangible Personal Property





	1.	 	Fair market value in-place and in-use appraisal, dated April 29, 2011 — Value of
assets $599,580 as of March 23, 2011 (previously provided to buyer).







	2.	 	Additions since appraisal, effective date of March 23, 2011 through May 31, 2011 is
$50,532.99 (see attached Capital Expenditure Monthly Report as of May 31, 2011 — Exhibit
A-1).







	3.	 	Retirements, trade-ins, sale or deletion of assets included in items 1 or 2 above as of
May 31, 2011 is 0.







 


15











 





EXHIBIT A




Capital Equipment



Appraiser’s Note: The furniture, fixtures and equipment (FF&E) of the Hyatt Grand Lodge
Casino, NV 89119, appraised and viewed, appears to be in mainly Good Condition, except as noted,
and shows good maintenance and care. While most of the FF&E is older, it has been well maintained
(except as noted) and in good repair/condition.




Appraiser’s Note: As a large number of items in this appraisal are electronic (slots, computers,
servers, IT systems, printers, televisions, monitors, surveillance equipment, cameras, phone
system, etc.) it is important to understand that nearly all electronic-based equipment will tend to
be out-dated in a relatively short period of time. While the equipment will still be very useable
and perform as intended, the pace of improvements in new equipment is very fast and tends to be
less costly than the previous model or generation. Thus, the Fair Market Value (FMV) of many
electronics drops sharply after six to twelve months. Electronics that are more than one or two
years old are often relatively obsolete, even though their useful life may be many years, and the
FMV may only be a small percentage of the original cost.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 1 Pic 11
	 	Poker Tables	 	 	 	Very good quality	 	 	 	N/A	 	Good	 	Four @ $1000 Includes cover, tray and chips	 	$	4000	 
	Item 2 Pic 13
	 	Podium	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	70	 
	Item 3 Pic 14-162
	 	Small Round Wood Tables	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $50	 	$	100	 
	Item 4 Pic 15-46-90-168
	 	Card/Chip Storage Cabinet	 	 	 	Very well built	 	 	 	N/A	 	Good	 	Five @ $200	 	$	1000	 
	Item 5 Pic 16
	 	Beverage Bar	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	300	 
	Item 6 Pic 18-19
	 	LCD Screens	 	4 – Toshiba, 1 Vizio, 1 N/A	 	 	 	 	 	N/A	 	Good	 	Six @ $350	 	$	2100	 
	Item 7 Pic 20
	 	Literature Rack	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	125	 





 


16









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 
	 	 	 	 	 	 	 
	Item 8 Pic 21
	 	Table & Four Chair Set	 	 	 	 	 	 	 	N/A	 	Good	 	Rough wood style	 	$	250	 
	Item 9 Pic 22
	 	24” Chairs	 	 	 	Wrap-around style Upholstered	 	 	 	N/A	 	Good	 	105 @ $60	 	$	6300	 
	Item 10 Pic 23
	 	24” Chairs	 	 	 	Straight back style Upholstered	 	 	 	N/A	 	Good	 	93 @ $50	 	$	4650	 
	Item 11 Pic 24
	 	19” Chairs	 	 	 	Wrap around style Upholstered	 	 	 	N/A	 	Good	 	56 @ $50	 	$	2800	 
	Item 12 Pic 25
	 	19” Chairs	 	 	 	Straight back style Upholstered	 	 	 	N/A	 	Good	 	46 @ $40	 	$	1840	 
	Item 13 Pic 26-44
	 	Black Jack Tables	 	 	 	H - Style. Very heavy duty	 	 	 	N/A	 	Good	 	18 (3 in storage) @ $700. Quality	 	$	12,600	 
	 
	Appraiser’s Note: These B-J
tables are older but of good quality. If the casino operation were to be sold there would be an expense to change the layouts to reflect the new ownership name, possibly $200 - $300 per table. FMV includes tray and signage but NOT shufflers.
	 
	Item 14 Pic 27-28
	 	Roulette Tables	 	 	 	Good quality tables	 	 	 	N/A	 	Good	 	Two tables. Includes roulette wheel
and electronic read out.	 	$	17,000	 
	 
	Appraiser’s Note: These roulette tables are older but of good quality. If the casino operation were to be sold there would be an expense to change the layouts to reflect the new ownership name, possibly $200 - $300 per table. An electronic ‘board’ can cost $18,000.
	 
	Item 15 Pic 29-30
	 	Automatic Shufflers	 	ShuffleMaster	 	 	 	 	 	N/A	 	Good	 	Seven @ $5500. Up to 10 decks handled	 	$	38,500	 
	 
	Appraiser’s Note: ShuffleMaster is the preferred shuffler in the industry. For many years the company would not sell its products but required them to be leased. Several years ago the company was selling their products. However, unless the casino has a qualified technician a service contract with ShuffleMaster would probably be necessary. The market is very tight on used ShuffleMaster shufflers.
	 
	Item 16 Pic 31
	 	Pit Podiums	 	 	 	 	 	 	 	N/A	 	Good	 	Three @ $400	 	$	1200	 
	Item 17 Pic 33-52-93-94-117-150
	 	Printers	 	Lexmark	 	Pin-Fed	 	 	 	N/A	 	Good	 	Eight @ $85. Specialized use. Limited market.	 	$	680	 





 


17









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 18 Pic 34-51
	 	Card Embossers	 	 	 	 	 	 	 	N/A	 	Good	 	Four @ $350	 	$	1400	 
	Item 19 Pic 34
	 	Time Stamp	 	Latham	 	 	 	 	 	N/A	 	Good	 	Three @ $125	 	$	375	 
	Item 20 Pic 35
	 	LCD TVs	 	 	 	 	 	 	 	N/A	 	Good	 	Four @ $350	 	$	1400	 
	Item 21 Pic 36
	 	LCD TVs	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $350	 	$	700	 
	Item 22 Pic 36
	 	Digital Signage	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 23 Pic 37
	 	Digital Signage	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 24 Pic 42
	 	Bill Changer/Ticket Redemption	 	CasinoXchange	 	 	 	 	 	N/A	 	Good	 	 	 	$	6500	 
	Item 25 Pic 43
	 	Dice Tables	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $2000	 	$	4000	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Appraiser’s Note: These dice tables are older but of good quality. If the casino operation were to be sold there would be an expense to change the layouts to reflect the new ownership name, possibly $300 - $400 per table.
	 
	Item 26 Pic 45
	 	Automatic Saufflers	 	ShufffleMaster	 	MD2	 	 	 	N/A	 	Good	 	6 @ $4000 One to two decks	 	$	24000	 
	Item 27 Pic 48
	 	Digital Signage	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 28 Pic 50-91
	 	AIO Printer	 	HP	 	 	 	 	 	N/A	 	Good	 	Two @ $25 Electronics	 	$	50	 
	Item 29 Pic 53
	 	PC w/Flat Monitors	 	Various	 	 	 	 	 	N/A	 	Good	 	33 @ $120 Electronics	 	$	3960	 
	Item 30 Pic 56
	 	Metal Shelving	 	 	 	 	 	 	 	N/A	 	Good	 	1-6’ and 1 4’ Each $25	 	$	50	 





 


18









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 31 Pic 49-57-75-123-131-133-134-135-144-158-184-196-197-
	 	Various Chairs. Mainly 
Secretary-type	 	 	 	 	 	 	 	N/A	 	Good	 	17 @ $35

Very large quantity of good used chairs available	 	$	595	 
	Item 32 Pic 70-80-83-101-127-151-155-158-159-164-184-185-203-209-
	 	Various Chairs. Desk and Executive-type	 	 	 	 	 	 	 	N/A	 	Good	 	15 @ $65	 	$	975	 
	Item 33 Pic 58
	 	Hydraulic Slot Track	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	325	 
	Item 34 Pic 59
	 	Slot Dolly	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	125	 
	Item 35 Pic 60
	 	Dolly	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	86	 
	Item 36 Pic 61
	 	Small Ladder	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	15	 
	Item 37 Pic 62
	 	Hand-Dollies	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $20	 	$	40	 
	Item 38 Pic 55
	 	Metal Storage cabinets	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $60	 	$	120	 
	Item 39 Pic 63
	 	SDCU Rack	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	85	 





 


19









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 40 Pic 63-64
	 	SDCUs	 	 	 	 	 	 	 	N/A	 	Good	 	16 @ $200	 	$	3200	 
	Item 41 Pic 66
	 	File Cabinet	 	 	 	3-Drawer	 	 	 	N/A	 	Good	 	 	 	$	85	 
	Item 42 Pic 67-105-1219-135-210
	 	AIO Printer	 	HP	 	All-In-One	 	 	 	N/A	 	Good	 	Five @ $90	 	$	450	 
	Item 43 Pic 69
	 	Metal Hanging Book Case	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 44 Pic 70
	 	Corner Desk	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	170	 
	Item 45
Pic 72-96-115-121-135-196-197-199-
206-
	 	Calculators	 	Monroe	 	 	 	 	 	N/A	 	Good	 	13 @ $20	 	$	260	 
	Item 46 Pic 73
	 	Safety Storage	 	 	 	Heavy duty hazardous storage	 	 	 	N/A	 	Good	 	 	 	$	250	 
	Item 47 Pic 74
	 	Compressor	 	 	 	Small portable	 	 	 	N/A	 	Good	 	 	 	$	50	 
	Item 48 Pic 76
	 	Fastener Case w/Small Fasteners	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 49 Pic 77
	 	Bench Grinder	 	Dayton	 	 	 	 	 	N/A	 	Good	 	 	 	$	80	 
	Item 50 Pic 78
	 	Work Bench, Parts, Tools, etc.	 	 	 	The parts and tools of the shop	 	 	 	N/A	 	Good	 	 	 	$	400	 
	Item 51 Pic 79
	 	Drill Press	 	Craftsman	 	15 1/2 Inch	 	 	 	N/A	 	Good	 	 	 	$	160	 





 


20









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 52 Pic 81-81
	 	Wheel Chairs	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $135	 	$	270	 
	Item 53 Pic 83
	 	Corner Desk	 	 	 	Security Office	 	 	 	N/A	 	Good	 	 	 	$	50	 
	Item 54 Pic 84
	 	Metal Cabinet	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	25	 
	Item 55 Pic 85
	 	File Cabinet	 	 	 	4-Drawer Legal File, security office	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 56 Pic 86-89
	 	Free-Standing Desk Cubicle	 	 	 	 	 	 	 	N/A	 	Good	 	Very good quality	 	$	1200	 
	Item 57 Pic 97
	 	Slot Desk/Cubicle	 	 	 	 	 	 	 	N/A	 	Good	 	Very good quality	 	$	1500	 
	Item 58 Pic 96
	 	Defibulator	 	Zoll	 	AEC Plus	 	 	 	Older	 	Good	 	 	 	$	160	 
	Item 59 Pic 99-112-124-145-152-
	 	Laser Printer	 	HP	 	 	 	 	 	N/A	 	Good	 	Five @ $135	 	$	775	 
	Item 60 Pic 100-101
	 	Corner Desk w/Two Hutches	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	400	 
	Item 61 Pic 104
	 	Typewriter	 	Brother	 	 	 	 	 	N/A	 	Good	 	 	 	$	20	 
	Item 62 Pic 106
	 	Lateral File	 	2-Drawer	 	 	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 63 Pic 107
	 	Scanner	 	Canon	 	CD-4050	 	 	 	N/A	 	Good	 	 	 	$	125	 
	Item 64 Pie 108
	 	Scanner	 	Cummins	 	Image Formula Scanfont 300P	 	 	 	Older	 	Good	 	 	 	$	75	 





 


21









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 65 Pic 109
	 	Shredder	 	Fellows	 	S8-85C	 	 	 	N/A	 	Good	 	 	 	$	25	 
	Item 66 Pic 110
	 	Bill Counter	 	Cummins	 	Jet Scan	 	 	 	N/A	 	Good	 	Double Trays	 	$	1200	 
	Item 67 Pic 111
	 	Coin Sorter	 	Cummins	 	Jet Sort	 	 	 	N/A	 	Older	 	 	 	$	350	 
	Item 69 Pic 113
	 	Credit Card Machine	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 70 Pic 113
	 	Time Stamp	 	Rapidprint	 	 	 	 	 	N/A	 	Good	 	 	 	$	40	 
	Item 71 Pic 116
	 	Bill Counter	 	Cummins	 	Jet Scan	 	 	 	N/A	 	Good	 	Single Tray	 	$	500	 
	Item 72 Pic 119
	 	Ticket Dispenser	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	110	 
	Item 73 Pic 120-121
	 	Desk w/Overhead	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 74 Pic 122
	 	Lateral file	 	 	 	2-Drawer	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 75 Pic 125-131
	 	Lateral File	 	 	 	4-Drawer	 	 	 	N/A	 	Good	 	Three @ $160	 	$	480	 
	Item 76 Pic 128
	 	Desk w/Credenza	 	 	 	Good quality wood	 	 	 	N/A	 	Good	 	 	 	$	750	 
	Item 77 Pic 130
	 	Shredder	 	Fellowes	 	 	 	 	 	N/A	 	Good	 	 	 	$	25	 
	Item 78 Pic 132
	 	Plasma TV	 	NEC	 	 	 	 	 	N/A	 	Good	 	 	 	$	350	 





 


22









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 79 Pic 133
	 	Bookcase	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	160	 
	Item 80 Pic 134-135
	 	Desk	 	 	 	Desk w/Leg and overhanging bookcase	 	 	 	N/A	 	Good	 	 	 	$	250	 
	Item 81 Pic 138
	 	File Cabinet	 	 	 	3-Drawer	 	 	 	N/A	 	Good	 	 	 	$	85	 
	Item 82 Pic 139
	 	Data Card Machine	 	Ultragrafix	 	285	 	 	 	N/A	 	Poor	 	Not in good working order	 	Scrap
	Item 83 Pic 139
	 	Metal Storage Cabinets	 	 	 	 	 	 	 	N/A	 	Good	 	Two @ $80	 	$	160	 
	Item 84 Pic 140
	 	Hanging Storage	 	 	 	Metal	 	 	 	N/A	 	Good	 	Two @ $45	 	$	90	 
	Item 85 Pic 141-161-163-194-201-202
	 	Lateral Files	 	 	 	4-Drawer	 	 	 	N/A	 	Good	 	Six @ $160	 	$	960	 
	Item 86 Pic 142
	 	Automatic Shuffler	 	ShuffleMaster	 	‘Carnival Game Shuffler’	 	 	 	N/A	 	Good	 	3 @ $5000	 	$	15,000	 
	Item 87 Pic 143
	 	Kitchen	 	 	 	 	 	 	 	N/A	 	Good	 	Microwave $35 Small Frig $25 Coffee maker and Water Heater $10	 	$	70	 
	Item 88 Pic 143
	 	Table	 	 	 	 	 	 	 	N/A	 	Fair	 	 	 	$	20	 
	Item 89 Pic 144
	 	Corner Desk Cubicles	 	 	 	W/Hanging Bookcase and under desk storage	 	 	 	N/A	 	Good	 	Three @ $350	 	$	1050	 
	Item 90 Pic 140
	 	Automatic Shufflers	 	ShuffleMaster	 	MD1	 	 	 	N/A	 	Good	 	Two @ $4000	 	$	8000	 





 


23









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 91 Pic 145
	 	Laser Printer	 	HP	 	 3015	 	 	 	Older	 	Fair	 	 	 	$	65	 
	Item 92 Pic 146
	 	Metal Cabinet	 	 	 	Large 2-door upright	 	 	 	N/A	 	Good	 	 	 	$	125	 
	Item 93 Pic 147
	 	Lounge Chairs	 	 	 	Leather VIP Office	 	 	 	N/A	 	Good	 	Two @ $200	 	$	400	 
	Item 94 Pic 148
	 	Desk w/Credenza	 	 	 	High Quality VIP Office	 	 	 	N/A	 	Good	 	Two @ $650	 	$	1300	 
	Item 95 Pic 149
	 	Hanging Storage Cabinet	 	 	 	High Quality VIP Office	 	 	 	N/A	 	Good	 	Two @ $175	 	$	350	 
	Item 96 Pic 149
	 	LCD TV	 	Vizio	 	VIP Office	 	 	 	N/A	 	Good	 	 	 	$	350	 
	Item 97 Pic 153
	 	Lateral File	 	 	 	Good quality wood. 2-Drawer. Marketing Ofc.	 	 	 	N/A	 	Good	 	 	 	$	180	 
	Item 98 Pic 153
	 	File Cabinet	 	 	 	Good quality wood. 2-Drawer. Marketing Ofc.	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 99 Pic 154-155-157
	 	Desk w/Credenza and Hutch	 	 	 	Good quality wood. 2-Drawer. Marketing Ofc.	 	 	 	N/A	 	Good	 	 	 	$	700	 
	Item 100 Pic 156-205
	 	Side Chairs	 	 	 	Good quality wood. 2-Drawer. Marketing Ofc.	 	 	 	N/A	 	Good	 	Four @ $	 	$	130	 
	Item 101 Pic 158-159-169
	 	Cubicles	 	 	 	 	 	 	 	N/A	 	Good	 	Five @ $	 	$	1750	 
	Item 102 Pic 161
	 	Metal Storage Cabinet	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	40	 
	Item 103 Pic 162
	 	Chairs	 	 	 	Good Quality, used as side chairs	 	 	 	N/A	 	Good	 	Two @ $	 	$	150	 





 


24









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 104 Pic 165
	 	Roulette Chips	 	 	 	Extras /replacements	 	 	 	N/A	 	Good	 	 	 	$	150	 
	Item 105 Pic 165
	 	Metal Shelving	 	 	 	Heavy Duty 6’	 	 	 	N/A	 	Good	 	Three @ $40	 	$	120	 
	Item 106 Pic 167
	 	Slot Dolly	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	175	 
	 
	 	 	 	 	 	 	 
	Appraiser’s Note: The
following items, Item numbers 107 through 131, are all surveillance
equipment. It should be noted that this is a FMV In-Place In-Use Appraisal and therefore the items have a value when considered within the scope of this appraisal. Most of the surveillance equipment was purchased used. However, based on the age, condition and removal challenges, these items would have a much lesser value if offered for sale in Fair Market Value offering. Much of th
e existing equipment can be purchased new, with current technology, at less than what the purchase price used was (example: Vicon PTZ [pan, tilt zoom camera] is advertised currently new at $1556.00, the used price was $2100).
	 
	 	 	 	 	 	 	 
	Item 107 Pic 183
	 	Alarm	 	Vicon	 	Vicon Alarm Control Line Feed	 	 	 	Older	 	Good	 	 	 	$	400	 
	Item 108
	 	Alarm Control	 	Symplix	 	Symplix Panic Alarm Control	 	 	 	Older	 	Good	 	 	 	$	125	 
	Item 109
	 	Cameras	 	 	 	Fixed w/lens in casino	 	 	 	Most older	 	Fair to Good	 	80 Units are analog only. $50 ea. 20 Units are analog and digital, $100 ea.	 	$	6000	 
	Item 110
	 	Covert Cameras	 	 	 	Covert	 	 	 	N/A	 	Good	 	Two @ $175	 	$	350	 
	Item 111 Pic 189
	 	Central manager	 	Aventura	 	Aventura Centeral Manager	 	SuperMicro Server #5014C-T/B/1	 	Older	 	Good	 	 	 	$	7500	 
	Item 112
	 	Computers w/Screens	 	 	 	 	 	 	 	Older	 	Good	 	12 @ $100	 	$	1200	 
	Item 113
	 	Distribution Amplifiers	 	 	 	 	 	 	 	Older	 	N/A	 	13 @ $300	 	$	3900	 
	Item 114 Pic 186
	 	Control Desk W/Credenza	 	 	 	 	 	 	 	Older	 	Fair	 	 	 	$	2500	 





 


25









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 115 Pic 187
	 	Desk	 	 	 	 	 	 	 	Older	 	Fair	 	 	 	$	125	 
	Item 116 Pic 183
	 	Control Lines	 	Vicon	 	Vicon V1400X Line Control	 	 	 	Older	 	Good	 	5 @ $200	 	$	1000	 
	Item 117 Pic 189
	 	Digital Recorders	 	Aventura	 	SuperMicro #P8SCT. 8TB storage — H.264	 	 	 	Older	 	Good	 	9 @ $650	 	$	5400	 
	Item 118 Pic 188
	 	Digital recorder	 	Sanyo	 	Single Digital Recorder	 	 	 	Older	 	Good	 	2 @ $700	 	$	1400	 
	Item 119
	 	Digital Recorder	 	Sanyo	 	Quad Digital Recorders	 	 	 	Older	 	Good	 	2 @ $700	 	$	1400	 
	Item 120 Pic 190
	 	Key pads	 	Vicon	 	V1400X	 	 	 	Older	 	Good	 	7 @ $50	 	$	350	 
	Item 121 Pic 183
	 	Port	 	Logitec	 	Logitec 8-port VM	 	 	 	Older	 	Good	 	 	 	$	300	 
	Item 122 Pic 183
	 	Matrox	 	Vicon	 	Vicon Matrox Nova Power Series Matrix-66 Power plus version 0.1.5	 	 	 	Over 11 Years	 	Good	 	Current technology would be preferred by any potential buyer.	 	$	6500	 
	Item 123 Pic 191
	 	Monitors	 	 	 	Security Monitors	 	 	 	Older	 	Good	 	16 @ $50	 	$	800	 
	Item 124 Pic 187
	 	3 Com	 	 	 	3 Com	 	 	 	N/A	 	Good	 	2 @ $225	 	$	450	 
	Item 125 Pic 191
	 	Power Boxes	 	 	 	Power control distribution boxes	 	 	 	N/A	 	Older	 	10 @ $50	 	$	500	 
	Item 126 Pic 193
	 	Printer	 	HP	 	 	 	 	 	Older	 	Good	 	 	 	$	25	 





 


26









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 127
	 	PTZ Camera	 	Vicon - 36, Pelco - 2	 	Pan, tilt, zoom cameras	 	 	 	N/A	 	Mostly Older	 	      20 Analog, $300 ea. 18 Digital $1000 ea.	 	$	24,000	 
	Item 128
	 	Radio	 	Kenwood	 	 	 	 	 	N/A	 	Older	 	 	 	$	175	 
	Item 129
	 	Audio Converters	 	 	 	 	 	 	 	N/A	 	Older	 	3 @ $100	 	$	300	 
	Item 130
	 	UPS	 	BPI and M	 	1400 950W Power backup towers	 	 	 	N/A	 	Older	 	6 @ $250	 	$	1500	 
	Item 131
	 	UPS	 	Cyber Pro	 	1400W	 	 	 	N/A	 	Older	 	2 @ $400	 	$	800	 
	Item 132 Pic 195
	 	Digital Display Signage	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 133 Pic 196
	 	Shredder	 	 	 	Large business usage	 	 	 	N/A	 	Good	 	 	 	$	75	 
	Item 134 Pic 198
	 	Metal Cabinet	 	 	 	Large Metal Cabinet	 	 	 	N/A	 	Good	 	 	 	$	100	 
	Item 135 Pic 200
	 	Postage Machine	 	Pitney Bowes	 	All inclusive	 	 	 	N/A	 	Good	 	 	 	$	150	 
	Item l36 Pic 203
	 	Desk w/Hutch	 	 	 	Good quality	 	 	 	N/A	 	Good	 	 	 	$	700	 
	Item 137 Pic 205
	 	Lateral Files	 	 	 	Two 2-drawer lateral files	 	 	 	Older	 	Fair	 	Two @ $	 	$	150	 
	Item 138 Pic 208-209-210-211
	 	Executive Desk	 	 	 	Good quality w/leg	 	 	 	Older	 	Good	 	 	 	$	450	 
	Item 139 Pic 208
	 	Table	 	 	 	Wood	 	 	 	Older	 	Fair	 	 	 	$	75	 





 


27









 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 140 Pic 212
	 	TV Cabinet	 	 	 	Wood	 	 	 	Older	 	Older	 	 	 	$	100	 
	Item 141 Pic 212
	 	Bookcase	 	 	 	Wood	 	 	 	Older	 	Good	 	6’	 	$	100	 
	Item 142 Pic 213-214
	 	Side Chairs	 	 	 	Wood, upholstered	 	 	 	Older	 	Good	 	Two @ $50	 	$	100	 
	Item 143 Pic 214
	 	End Table	 	 	 	Good Quality	 	 	 	Older	 	Fair	 	 	 	$	50	 
	Item 144 Pic
	 	Cheques	 	 	 	High Quality	 	 	 	Older	 	Fair to Good	 	Approximately 35,000	 	$	31,500	 
	 
	 	 	 	 	 	 	 
	Appraiser’s Note: Casino cheques can be generic or ‘branded’. The cheques of this casino are branded and high quality. The appraiser was not able to find a manufacturer who could duplicate this style and quality of cheques. A high quality cheque (Paulson) costs 90 to 95 cents each. If THIS casino were to be sold and operate under a new name the value of the existing cheques would be minimal, as they would necessarily need to be replaced.
Nevada Gaming Law requires a casino that is no longer going to use a cheque, or cheques, to advertise to the public that it will redeem outstanding cheques. The company must allow a reasonable time and have reserves to honor cheque redemption. Thus, if THIS casino were to be sold or operated under another name, the value of the cheques would be ZERO, and, of course, the new operator would have to purchase new cheques. If the casino was to change owners and/or operators the existing cheques
may, or may not, have a collectable value at some point in time.
	 
	 	 	 	 	 	 	 
	Item 145 Pic 216
	 	Security Key Box	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	900	 
	Item 146 Pic 216
	 	Security System	 	 	 	BioMetric	 	 	 	N/A	 	Good	 	 	 	$	3500	 
	Item 147 Pic 217
	 	Cabinet	 	 	 	Cabinet for drop boxes	 	 	 	N/A	 	Good	 	 	 	$	150	 
	Item 148 Pic 222
	 	Drop Boxes	 	 	 	Drop boxes for table games	 	 	 	N/A	 	Good	 	48 @ $40	 	$	1920	 
	Item 149 Pic 216
	 	Transport Cart	 	 	 	Cart to transport drop boxes	 	 	 	N/A	 	Good	 	 	 	$	350	 
	Item 150 Pic 219
	 	Cabinet	 	 	 	Cabinet for cash boxes (slots)	 	 	 	N/A	 	Good	 	 	 	$	200	 





 


28









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 151
	 	Cash Boxes	 	 	 	Cash boxes for slots	 	 	 	N/A	 	Good	 	518 @ $60	 	$	31,080	 
	Item 152 Pic 220
	 	Coin Sorter	 	Cummins	 	Cummins Jet Scan	 	 	 	Older	 	Good	 	Great machine ... little demand	 	$	3000	 
	Item 153 Pic 220
	 	Bill Counter	 	Cummins	 	 	 	 	 	N/A	 	Good	 	Single Tray	 	$	350	 
	Item 154 Pic 220
	 	Table	 	 	 	HD Table	 	 	 	N/A	 	Good	 	 	 	$	125	 
	Item 155 Pic 223
	 	Digital Signage	 	 	 	 	 	 	 	N/A	 	Good	 	 	 	$	200	 
	Item 156 Pic 224-225
	 	Chairs	 	 	 	These chairs are a combination of extra chairs and damaged chairs	 	 	 	Older	 	Fair to Poor	 	70 @ $10	 	$	700	 
	Item 157 Pic 226-227
	 	Slots	 	IGT	 	$2000	 	 	 	Older	 	Fair	 	Used for tournament play. No TITO. Eight @ $300	 	$	2400	 
	Item 158 Pic 229
	 	Underlayment	 	 	 	 	 	 	 	N/A	 	Good	 	Underlayment for table games. Partial roll.	 	$	150	 
	Item 159 Pic 232
	 	Coin sorter	 	Cummins	 	Jet Sort	 	 	 	Older	 	Fair	 	Older and smaller unit	 	$	150	 
	Item 160 Pic 233
	 	Big Six Table	 	 	 	 	 	 	 	Older	 	Fair	 	Big Six game	 	$	350	 
	Item 161
	 	Slot Machine	 	IGT	 	Bally EM	 	 	 	Older	 	N/A	 	In storage	 	$	300	 
	 
	 	 	 	 	 	 	 
	Appraiser’s Note: The
following items from Item 162 to 196 are slot machines. Slot
machines are of various models. Each company determines the games
available and has patent rights to their games. Used slots are
readily available at reasonable prices for older models. Newer models
are available
and, depending upon their popularity, are priced accordingly. IGT’s GameKing has remained a very popular model for many years and still holds its value well even if it as much as 10 years old. The national economy has had a very negative effect on the Gaming Industry and gaming companies have curtailed new purchases dramatically. Some of the pictures attached to this appraisal are of very similar models listed but may not be from the Grand Lodge Casino and are meant to give the
reader a reliable example of the model listed. Values include slot stands when applicable.





 


29









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 162 Pic A-1
	 	Slot	 	Aristocrat	 	MAV500, MKV1	 	 	 	2006	 	Good	 	Three @ $800	 	$	2400	 
	Item 163 Pic A-1
	 	Slot	 	Aristocrat	 	MAV500	 	 	 	2005	 	Good	 	Four @ $800	 	$	3200	 
	Item 164 Pic 1-2-182
	 	Slot	 	Aristocrat	 	Viridian	 	 	 	2009	 	Good	 	Three @ $2100	 	$	6300	 
	Item 165 Pic A-2
	 	Slot	 	Atronic	 	Cashline	 	 	 	2004	 	Good	 	Three @ $700	 	$	2100	 
	Item 166 Pic 169-170
	 	Slot	 	Bally	 	GameMaker C9-l	 	 	 	2006	 	Good	 	Four @ $1500	 	$	6000	 
	Item 167 Pic 171
	 	Slot	 	Bally	 	S9000C	 	 	 	2008	 	Good	 	Three @ $1650	 	$	4950	 
	Item 168 Pic A-3
	 	Slot	 	Bally	 	M9000	 	 	 	2005	 	Good	 	Four @ $950	 	$	3800	 
	Item 169 Pic
	 	Slot	 	Bally	 	S9000	 	 	 	2006	 	Good	 	Three @ $900	 	$	2700	 
	Item 170 Pic 172
	 	Slot	 	Bally	 	V32	 	 	 	2010	 	Good	 	Four @ $2250	 	$	9000	 
	Item 171 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	2005	 	Good	 	Two @ $1400	 	$	2800	 
	Item 172 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	2004	 	Good	 	35 @ $1350	 	$	47,250	 
	Item 173 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	2002	 	Good	 	8 @ $1250	 	$	10,000	 
	Item 174 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	2001	 	Good	 	12 @ $1200	 	$	14,400	 





 


30









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 175 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	2000	 	Good	 	9 @ $1000	 	$	9000	 
	Item 176 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	1999	 	Good	 	12 @ $900	 	$	10,800	 
	Item 177 Pic A-5
	 	Slot	 	IGT	 	Game King	 	 	 	1998	 	Good	 	10 @ $850	 	$	8,500	 
	Item 178 Pic 181
	 	Slot	 	IGT	 	S2000	 	 	 	2007	 	Good	 	4 @ $950	 	$	3,800	 
	Item 179
	 	Slot	 	IGT	 	S2000	 	 	 	2004	 	Good	 	35 @ $800	 	$	28,000	 
	Item 180
	 	Slot	 	IGT	 	S2000	 	 	 	2002	 	Good	 	3 @ $750	 	$	2,250	 
	Item 181
	 	Slot	 	IGT	 	S2000	 	 	 	2001	 	Good	 	 	 	$	750	 
	Item 182
	 	Slot	 	IGT	 	S2000	 	 	 	2000	 	Good	 	3 @ $700	 	$	2100	 
	Item 183
	 	Slot	 	IGT	 	Game King Bar	 	 	 	2004	 	Good	 	31 @ $800	 	$	24,800	 
	Item 184
	 	Slot	 	IGT	 	Game King Bar	 	 	 	2002	 	Good	 	4 @ $800	 	$	3200	 
	Item 185 Pic 174
	 	Slot	 	IGT	 	Trimline AVD	 	 	 	2007	 	Good	 	5 @ $1600	 	$	8000	 
	Item l86 Pic 177
	 	Slot	 	IGT	 	AVP Slant	 	 	 	2009	 	Good	 	2 @ $1900	 	$	3800	 
	Item 187
	 	Slot	 	IGT	 	AW Slant	 	 	 	2008	 	Good	 	4 @ $1900	 	$	7600	 





 


31









 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Model/	 	 	 	Year/	 	 	 	 	 	Estimated Fair	 
	Item #	 	Type	 	Manufacturer	 	Description	 	Serial/ VIN No.	 	Age	 	Condition	 	Comment	 	Market Value	 
	 
	 	 	 	 	 	 	 
	Item 188 Pic 173
	 	Slot	 	IGT	 	SMLD, S-AVP	 	 	 	2009	 	Good	 	3 @ $1900	 	$	5700	 
	Item 189
	 	Slot	 	Konami	 	Advantage	 	 	 	2004	 	Good	 	3 @ $850	 	$	2550	 
	Item 190 Pic 178
	 	Slot	 	Konami	 	Advantage +	 	 	 	2007	 	Good	 	3 @ $1100	 	$	3300	 
	Item 191 Pic 175
	 	Slot	 	Konami	 	K2V 2.0	 	 	 	2009	 	Good	 	6 @ $1350	 	$	8100	 
	Item 192 Pic 179
	 	Slot	 	Konami	 	KGP 2.0	 	 	 	2009	 	Good	 	2 @ $1000	 	$	2000	 
	Item 193
	 	Slot	 	WMS	 	BBS Slant	 	 	 	2005	 	Good	 	4 @ $850	 	$	3400	 
	Item 194
	 	Slot	 	WMS	 	BBU Upright	 	 	 	2005	 	Good	 	4 @ $850	 	$	3400	 
	Item 195
	 	Slot	 	WMS	 	BBU Upright	 	 	 	2004	 	Good	 	2 @ $850	 	$	1700	 
	Item 196 Pic 176
	 	Slot	 	WMS	 	BBU2	 	 	 	2010	 	Good	 	4 @ $2500	 	$	10,000	 
	 
	 	 	 	 	 	 	 
	Appraiser’s Note: The appraiser would like to re-emphasize that this is a Fair Market Value In-Place In-Use valuation as opposed to a Fair Market Value appraisal. This is especially important regarding the values established for the slot machines. There is a real additional value for a piece of equipment that is in-place and in-use as opposed to having that same item placed on the market for sale. In this case there is currently a ‘glut’ of slot
machines on the market. Thus, if these items were to be offered for
sale NOT in-place and in-use the values would be substantially less,
perhaps 25%  to
as much as 50% less (on older and/or ‘dated’ machines/electronics) than the Fair Market Value In-Place In-Use values.
	 
	 	 	 	 	 	 	 
	Item 197 Pic 221
	 	Safe	 	Sentry	 	Small safe	 	 	 	Newer	 	Good	 	 	 	$	175	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	Est. FMV	 	$	599,580	 






Appraiser’s Note: Electronic and IT equipment ‘ages’ very fast. New technology often
makes six-month old equipment ‘the previous generation’ and may even make items obsolete within
a short time. There is a current ‘glut’ of IT hardware. PCs and Laptops are currently available
at the lowest prices ever and have advanced technology included.





	 	 	 
	*	 	This estimate assumes all items receive periodic maintenance according to instructions of
original manufacturing companies (or their successors) and by use of replacement components (new,
used, remanufactured, or reverse-engineered) available either from those companies or from
alternative suppliers in the aftermarket.






 


32











 








EXHIBIT A-l




Hyatt Gaming Management, Inc.

Capital Expenditure Monthly Report

Properly: GRAND LODGE CASINO




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Paid	 	 	P.O.’s Oututdg	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Spending To Date (US$)	 	 	Variance	 
	 	 	 	 	 	 	2011	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(Jan)	 	 	(Feb)	 	 	(Mar)	 	 	(Apr)	 	 	(May)	 	 	(Jun)	 	 	(Jul)	 	 	(Aug)	 	 	(Sep)	 	 	(Oct)	 	 	(Nov)	 	 	(Dec)	 	 	 	 	 	 	Estimated	 	 	 	 	 	 	 	 	 	 	Favorable	 
	 	 	 	 	 	 	May 31, 2011	 	 	 	 	 	 	 	Approved	 	 	 	 	 	 	 	 	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	Current	 	 	 	 	 	 	Cost to	 	 	Total Project	 	 	Favorable	 	 	(Unfavorable)	 
	CER#	 	PRIORITY	 	CER#	 	Department	 	Short Description	 	PROPOSED	 	 	Substitution	 	 	OTHER	 	 	CAPEX 2011	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	Month	 	 	YTD Total	 	 	Complete	 	 	Spending	 	 	(Unfavorable)	 	 	%	 
	1
	 	 	 	1	 	Slots	 	Conversion Kito	 	 	81,440	 	 	 	 	 	 	Partial Complete	 	 	 	81,440	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1,907	 	 	 	9.623	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	11,529,84	 	 	 	 	 	 	 	11,530	 	 	 	69.910	 	 	 	85.8	%
	2
	 	 	 	2	 	Slots	 	Kiosk Upgrade	 	 	3,663	 	 	 	 	 	 	Pending invoices	 	 	 	3,663	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1,700	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 1,700.00	 	 	 	1,700	 	 	 	3,400	 	 	 	263	 	 	 	7.2	%
	 
	 	 	 	 	 	Slots	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total Slots	 	 	 	 	85,103	 	 	 	0	 	 	 	0	 	 	 	85,103	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	3,607	 	 	 	9.623	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	13,229.84	 	 	 	1,700	 	 	 	14,930	 	 	 	70,173	 	 	 	82.5	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	3	 	Tables	 	Grand Lodge Casino Chips	 	 	10,000	 	 	 	 	 	 	Cancelled	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	—	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	 	 	Tables	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0,0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total Tables	 	 	 	 	10,000	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	3,607	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	—	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	4	 	Marketing	 	73” (2) TV Plasma for Pit	 	 	17,451	 	 	 	 	 	 	Cancelled	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0,0	%
	 
	 	 	 	 	 	Marketing	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total Marketing	 	 	 	 	17,451	 	 	 	0	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	—	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	0,0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	5	 	General & Admin	 	Accounting Printers	 	 	3,138	 	 	 	 	 	 	Cancelled	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	6	 	General & Admin	 	Optical Disk Equipment	 	 	5,925	 	 	 	 	 	 	Complete	 	 	 	5,925	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1,993	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	1,982,91	 	 	 	—	 	 	 	1,993	 	 	 	3.932	 	 	 	66.4	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total G&A	 	 	 	 	9,063	 	 	 	0	 	 	 	0	 	 	 	5,925	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	1.993	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	1,992,91	 	 	 	—	 	 	 	1,993	 	 	 	3,932	 	 	 	66.4	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	7	 	IT	 	Replacement Computers	 	 	12,200	 	 	 	 	 	 	Partial Cornplete	 	 	 	12,200	 	 	 	 	 	 	 	 	 	 	 	4,356	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	4.356.40	 	 	 	 	 	 	 	4,356	 	 	 	7,844	 	 	 	64.3	%
	 
	 	 	 	8	 	IT	 	New server for I.G.S. and D.M.M.	 	 	23,700	 	 	 	 	 	 	Pending Invoices	 	 	 	23,700	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	2.980	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	2,979.64	 	 	 	17,673	 	 	 	20,652	 	 	 	3.048	 	 	 	12.9	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0,0	%
	 
	 	 	 	 	 	Total IT	 	 	 	 	35,900	 	 	 	0	 	 	 	0	 	 	 	35.900	 	 	 	0	 	 	 	0	 	 	 	4.356	 	 	 	0	 	 	 	2,980	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	7,336,04	 	 	 	17,673	 	 	 	25,008	 	 	 	10,891	 	 	 	30.3	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	9	 	Surveillance	 	Airship Digital Server Software	 	 	14,400	 	 	 	 	 	 	Complete	 	 	 	14,400	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	7,200	 	 	 	7,200	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	14.400.00	 	 	 	—	 	 	 	14,400	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	10	 	Surveillance	 	Replacement Color Fixed Cameras	 	 	1,145	 	 	 	 	 	 	Pending Invoice	 	 	 	1,145	 	 	 	 	 	 	 	 	 	 	 	441	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	440.85	 	 	 	438	 	 	 	879	 	 	 	266	 	 	 	23.2	%
	 
	 	 	 	11	 	Surveillance	 	Vlcon Digital PTZ Analog Cams	 	 	9,600	 	 	 	 	 	 	Partial Complete	 	 	 	9,600	 	 	 	 	 	 	 	 	 	 	 	1,529	 	 	 	 	 	 	 	1,526	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	3,055.67	 	 	 	—	 	 	 	3.056	 	 	 	6,544	 	 	 	68.2	%
	 
	 	 	 	12	 	Surveillance	 	Dell 15 review station computer	 	 	1.900	 	 	 	 	 	 	Cancelled	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	—	 	 	 	 	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total Surveillance	 	 	 	 	27,045	 	 	 	0	 	 	 	0	 	 	 	25,145	 	 	 	0	 	 	 	0	 	 	 	1,970	 	 	 	7,200	 	 	 	8,726	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	17,897	 	 	 	438	 	 	 	18,335	 	 	 	6,610	 	 	 	1	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 
	 
	 	 	 	 	 	Total 2011	 	 	 	 	184,562	 	 	 	0	 	 	 	0	 	 	 	152.073	 	 	 	0	 	 	 	0	 	 	 	8.327	 	 	 	12.800	 	 	 	21,329	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	40.455	 	 	 	19,373	 	 	 	41,932	 	 	 	84,996	 	 	 	2	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	2010	 	2	 	Slots	 	Conversion Kits	 	 	28,713	 	 	 	 	 	 	Complete	 	 	 	28,713	 	 	 	10,078	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	10,077,68	 	 	 	 	 	 	 	 	 	 	 	28,713	 	 	 	100,0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total 2010 Carry over	 	 	 	 	28,713	 	 	 	0	 	 	 	0	 	 	 	28,713	 	 	 	10,078	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	$	10,077,68	 	 	 	0	 	 	 	0	 	 	 	28,713	 	 	 	100.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Contingency	 	Contingency	 	 	25,000	 	 	 	 	 	 	Cancelled	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	$	—	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Total Contingency	 	 	 	 	25,000	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	—	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.0	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Sub Total Normal Projects	 	 	 	 	238,275	 	 	 	0	 	 	 	0	 	 	 	180,786	 	 	 	10,078	 	 	 	0	 	 	 	6,327	 	 	 	12,800	 	 	 	21,329	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0      	 	 	 	0	 	 	 	0	 	 	$	50,532.99	 	 	 	19,373	 	 	 	41,932	 	 	 	113,709	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 







 


33











 







SCHEDULE B


Gaming Inventories




1.) Please see Exhibit B for detail listing


 


34









 





Grand Lodge Casino


Exhibit B — Gaming Inventories



Inventory Slots


	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Item	 	Est. Value	 
	 
	 	 	12000	 	 	Slot Vouchers (TITO)	 	 	1,955	 
	 
	 	 	4000	 	 	Jackpot Slips (blank tractor feed)	 	 	610	 
	 
	 	 	2000	 	 	W-2g custom 4-part forms	 	 	1,266	 
	 
	 	 	 	 	 	 	 
	Inventory Pit
	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 
	Bulk
	 	 	5000	 	 	Rating Cards	 	 	180	 
	Bulk
	 	 	8500	 	 	Closers	 	 	100	 
	Bulk
	 	 	2000	 	 	Bank Roll cards	 	 	100	 
	Bulk
	 	 	400	 	 	Road Maps	 	 	100	 
	20
	 	 	20	 	 	BJ Shoes	 	 	1,200	 
	 
	 	280 slvs	 	 	Dice	 	 	1,036	 
	 
	 	10,810 dks	 	 	Cards	 	 	1,053	 
	 
	 	 	8	 	 	BJ/TCP/LIR Layouts	 	 	800	 
	 
	 	 	2	 	 	Cps Layouts	 	 	560	 
	 
	 	 	2	 	 	Roulette Layouts	 	 	410	 
	 
	 	 	2	 	 	Poker Layouts	 	 	200	 
	 
	 	 	 	 	 	 	 	 	 	 
	Marketing / Promotional Inventory	 	 	 	 	 	 
	 
	 	 	150	 	 	Polo Shirts	 	 	600	 
	 
	 	 	200	 	 	Tshirts	 	 	400	 
	 
	 	 	60	 	 	Flash Drives	 	 	420	 
	 
	 	 	200	 	 	Wine Glasses	 	 	100	 
	 
	 	 	13	 	 	Poker Table Tops	 	 	195	 
	 
	 	 	40	 	 	Poker Chip Sets	 	 	800	 
	 
	 	 	80	 	 	Blankets	 	 	1,600	 
	 
	 	 	24	 	 	Beach Towels	 	 	120	 
	 
	 	 	16	 	 	Dish Sets	 	 	240	 
	 
	 	 	125	 	 	Hats	 	 	250	 
	Misc
	 	 	 	 	 	Office supplies	 	 	250	 
	 
	 	 	6000	 	 	PAC Cards-Blue	 	 	540	 
	 
	 	 	12500	 	 	PAC Cards-Gold	 	 	1,125	 
	 
	 	 	5500	 	 	PAC Cards-Platinum	 	 	495	 
	 
	 	7 bx	 	 	PAC Applications	 	 	147	 
	 
	 	9 bx	 	 	Comp Paper	 	 	144	 
	 
	 	12 bx	 	 	PAC Brochures	 	 	288	 
	 
	 	 	 	 	 	 	 	 	 	 
	Accounting Inventory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 
	 	 	2500	 	 	Paid Out Forms	 	 	100	 
	 
	 	 	5000	 	 	Credit / Fill Slips	 	 	100	 
	 
	 	 	 	 	 	 	 	 	 	 
	Cage Inventory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 
	 	 	4500	 	 	IGS Paper	 	 	100	 
	 
	 	 	3500	 	 	Marker Stock Electronic / Manual	 	 	150	 
	 
	 	 	 	 	 	 	 	 	 
	 
	 
	 	 	 	 	 	Total	 	 	17,734	 
	 
	 	 	 	 	 	 	 	 	 





 


35









 








SCHEDULE C


Trademarks, Trade Names, Domain Names, Copyrights,




Trademarks and Trade Names




GRAND LODGE CASINO (word mark and design marks) Fed. Reg. No. 3,760,969

PLAYERS ADVANTAGE CLUB (word mark and design marks) Fed. Reg. No. 2,639,239

TWO FOR TUESDAY 2X SLOT PLAY (word mark and design marks) unregistered



Domain Names




Grandlodgecasino.com

Hyattcasinolaketahoe.com (license from appropriate Hyatt entity to use)




Copyrights




All marketing materials, including but not limited to duritrans, signage, brochures, mailings, email blasts

website code and screen shots

employee handbooks (excluding Hyatt owned materials)



 


36









 







SCHEDULE D


Contracts and Equipment Leases




1. Grand Lodge Casino — Key Contract List as of April 22, 2011 (see attached Exhibit
D-1).



 


37











 







GRAND LODGE CASINO 

Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/l/11	 	 	 	 
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVISION	 	Confidentially Provision
	 
	 	 	 	 	 	 	 
	1

	 	Alpine Self Storage
	 	2/1/2009
	 	Off-site Self-Storage rental agreement.
	 	Month to Month (#3)
	 	[ILLEGIBLE] forth above and continue on a
month to month basis as noted
above, provided, however, that
the term of the agreement
shall be automatically
extended on the same terms and
conditions for similar
succeeding periods at the
stated rent unless and until
Lessee has removed his
property from the premises and
has given written notice to
[ILLEGIBLE]	 	30 days
	 	8/1/2011
	 	No —Section 18: Lessee shall not assign or sublease the premises or any portion thereof. Any attempt to assign or sublease shall be void.
	 	None
	 
	 	 	 	 	 	 	 	 	 		 	 	 	 	 	 	 	 
	2

	 	Bally Gaming
	 	4/23/2010
	 	Slot Machine Participation Agreement
	 	Month to Month (#2)
	 	YES - 2. “At the conclusion of
the Initial Term, the lease
shall continue on a
month-to.-month basis with
each party having the right to
 terminate the lease after the
expiration of the Initial Term
by providing thirty days’
written notice to the other
party.”

	 	30 Days
	 	8/1/2011
	 	YES, with consent — Section 6.5 “This Agreement may not be amended, modified, rescinded, or assigned without the prior written consent of both parties.”
	 	Yes —Section 2 of T&C: Must obtain prior

written consent of
Bally’s before
disclosing information
to
 any third party.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 		 	 	 	 	 	 	 	 
	3

	 	Biometrica Systems
	 	10/1/2005
	 	Software Rental and License Agreement
for Biometrica Recognition Software
	 	Silent
	 	YES - (Page 1) “Payment Terms: Customer may terminate this
Agreement at any time for any
reason and without further
liability by giving Biometrica
30 days advance notice.”
	 	30 Days
	 	8/1/2011
	 	YES, with consent — (Page 1) — “Except as described in this contract, without the written consent of Biometrica Systems, the Customer cannot transfer,
assign, license, sublicense, rent, lease, lend, copy, modify, translate, sublicense, time-share, electronically transmit, decompile or reverse engineer
this software, the media, hardware find documentation associated therein.
	 	Yes — Assignment
provision requires
written consent
before
providing a copy to a
third party.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	4

	 	Costco Wholesale
Corporation
	 	2/23/2007
	 	Purchase Order Program Participation
	 	Silent
	 	Yes - 7. “Costco or HCC
Corporation may terminate this
agreement at any time, with or
without cause provided,
however, that in the event of
such termination HCC
Corporation shall continue to
be liable to Costco for all
amounts owed to Costco prior
to the date of such
termination.”
	 	Silent
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	5

	 	Cummins Allison Corp
	 	1/1/2009
	 	Maintenance Service Contract for 2
JetScan
printers
	 	Annual, renews at
the start of each
year.
	 	Yes - Section 6(3) — If in the
event a contract is cancelled
by the customer prior to the
expiration date, the prorated
(unused) portion of the
contract will be refunded to
the customer with any services
performed during the partial
contract period being charged
back, less the value of any
paid portion of the contract
that has not been refunded.
	 	30 Days prior to
end of
term.
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	7

	 	Excel Building
Cleaning
	 	5/1/2005
	 	Cleaning and Janitorial service in the
Casino
	 	Month to Month (#1)
	 	Yes - 1. Term This agreement
shall be for a term commencing
on May 1, 2005 and continuing
thereafter until terminated
without cause by either party
upon delivery to the other
party of thirty (30) days,
prior written notice, or with
cause immediately upon written
notice.
	 	30 Days
	 	8/1/2011
	 	Yes, but silent as to notice — Section 10/ll “This Agreement shall insure to bind the successors, assigns and representatives of the parties hereto.”
	 	None






Last Updated: 04-22-2011



 


Page 1 of 6









 






GRAND LODGE CASINO 

Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/1/11	 	 	 	 
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVlSlON	 	Confidentially Provision
	 
	 	 	 	 	 	 	 
	8

	 	Falcon Cable Systems Company
II, L.P d/b/a Charter
Communication
	 	12/13/2010
	 	Provides Television
Satellite Service
	 	36 Months
	 	NO — 3. Service Period: Upon
expiration of the initial
term, this Agreement shall
automatically renew for
successive one-month terms at
Charter’s then-current
applicable business rates,
unless either party terminates
this Agreement by giving thirty (30)
days prior written notice to
the other party before the
expiration of the current
term. .... (No early termination
provision or penalty — Section
10 — Default results in
termination of service).
	 	30 Days on
expiration of
term
	 	8/1/2011
	 	Yes, with consent — Section 18(b) “Customer may not assign or transfer (directly or indirectly by any means, by operation of law or
otherwise) this Agreement or its rights or obligations hereunder to any other entity without first obtaining written consent from
Charter.”
	 	Yes — Section
4 —“Customer hereby
agrees to keep
confidential and not to
disclose directly or
indirectly to any third
party, the terms of
this Agreement, except
as may be required by
law.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	9

	 	Gaming International, Inc.
	 	7/19/2006
	 	Provide win cards
for sale in the
gift shops
	 	Renews for
automatic one year
periods following
90 days from
effective date
(10/19)
	 	Yes — Section 3. After the
initial trial period, this
agreement can be cancelled
with 30 days written notice to
the other party, during the
course of the Agreement. Upon
termination of this Agreement,
HYATT REGENCY — LAKE TAHOE
CASINO shall (1) immediately
return all materials provided
by Gaming International, Inc.
pursuant to this Agreement and
(2) pay for the products
received and sold through such
date as full and complete
payment.
	 	30 Days
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	10

	 	High Desert Microimaging
	 	11/25/2010
	 	Preventative
Maintenance
Agreement for Canon
Scanner
	 	11/24/2011
	 	Yes — “This agreement may be
canceled by either party
within 30 days of written
notice for the following
reasons: If the equipment is
moved from the location
specified on page 1 of this
PMA, if the equipment is sold,
leased, or transferred, or if
the equipment is operated by
any party not authorized by
the customer.”
	 	30 Days — with
the transfer
	 	8/1/2011
	 	Unclear and silent as to notice — The termination allows customer to authorize a user, but there is no express assignment provision.
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	13

	 	International Game Technology
	 	12/19/2007
	 	Applicable to all
IGT Game purchases
and leases
	 	Ongoing
	 	Yes — Section 8.
Cancellations. Orders may be
canceled on the condition that
Customer pay IGT for completed
work allocated to Customer’s
order at the time of
termination of work at the
unit selling price, along with
(a) all costs, direct and
indirect, for work in
progress, (b) costs resulting
from the cancellation, (c) a
reasonable profit to IGT
therefrom.
	 	Silent
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	14

	 	Iron Mountain Records Mgmt, Inc.
	 	3/21/2007
	 	Off-Site Records
Storage
	 	1 Year, renews for
1 year terms
	 	No — 1. Term: ... Unless
otherwise provided in a
Schedule, upon expiration of
the intial term, the term will
continue with automatic
renewal for additional one(1)
year terms, unless written
notice of non-renewal is
delivered by either party to
the other no less than thirty
(30) days prior to the
expiration date.
	 	30 Days prior to
end of term.
	 	8/1/2011
	 	Yes, with prior written consent — This Agreement binds the successors and assigns of the respective parties and cannot be changed
orally. This Agreement may not be assigned by either party (other than to an affiliate which shall assume the obligations of the
assignor by written instrument) without the written consent of the other party, which shall not be unreasonably withheld or
delayed.
	 	None






Last Updated: 04-22-2011





 


Page 2 of 6











 










GRAND LODGE CASINO

Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/1/11	 	 	 	Confidentially
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVISION	 	Provision
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	15

	 	JDL Digital Systems, Inc. d/b/a Airship
	 	3/30/2011
	 	Software
maintenance and
upgrades for
Surveillance
Software.
	 	Silent
	 	YES — Once the software is
ordered a minimum of 50%
cancellation fee will apply to
cancellation of the project
before completion. Upon early
cancellation all products
listed but not paid for are
retained by JDL Digital
Systems.
	 	Silent
	 	8/1/2011
	 	YES, with notice —
“In the event that
Grand Lodge Casino
Transfers its
interest in the
Gaming Operations
at the Hyatt
Regency Lake The,
this Agreement and
the rights and
obligations
hereunder are fully
assignable to the
new operator upon
Grand Lodge
Casino’s election
and upon notice to
JDL Digital
Systems.”
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	16

	 	Kafoury, Armstrong & Co.
	 	12/8/2010
	 	Service Contract to
conduct Internal
Audits for the 6
month period ending
December 31, 2011
	 	At conclusion of
service.
	 	Silent
	 	None
	 	None — Work to be
completed prior to
transfer
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	18

	 	Mosak
	 	10/1/2004
	 	Marketing Service

Agreement
	 	October 1, 2005
Contract has
expired
	 	Yes – 2. Term. A. The term of
this Agreement shall commence
on Oct. 1, 2004 and shall
continue in full force and
effect until Oct. 1, 2005
unless earlier terminated by
either party upon written
notice of such intention given
thirty (30) days in advance.
	 	30 Days
	 	8/1/2011
	 	Yes, with prior
written consent
— Section 15. “The
rights and
obligations of the
parties hereunder
shall not be
assigned, in whole
or in part, without
the prior written
consent of the
other party, which
consent shall not
be unreasonably
withheld. This
Agreement shall
inure to and be
binding upon the
parties hereto and
their respective
representatives,
successors and
assigns.”
	 	Yes, but not with
respect to the
agreement — Section
6
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	19

	 	Muzak
	 	1/26/2009
	 	Provides background

music in casino
	 	36 months
(1/26/2012),
automatically renew
for 12 month
periods
	 	No — Section 1. Term. .... an
initial term of 36 months
following the date that our
manager signs the Agreement.
The Agreement will
automatically renew for
subsequent 12 month terms.
Either of us may cancel the
automatic renewal of the
Agreement by sending a Notice
of non-renewal to the other
party at least 90 days before
the then current term of the
Agreement expires.
	 	90 Days
	 	8/1/2011 (required

by agreement:

10/26/2011)
	 	Yes, with prior
written consent
— Section 8. “No
sale, transfer,
closure or change
in your business
will reduce or
eliminate your
obligations under
the Agreement. You
cannot assign the
Agreement without
our prior written
consent, but we
will not
unreasonably
withhold our
consent.”
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	20

	 	Pitney Bowes Global
	 	12/17/2010
	 	Lease/financing

agreement for

postage equipment
	 	66 months, with
automatic 1 year
renewals
	 	Yes — Section X3.2 Either
party may terminate with or
without cause upon thirty (30)
days’ prior written notice,
provided that you remain
responsible for paying any
outstanding invoices) after
such discontinuation.
	 	30 days
	 	8/1/2011
	 	Yes, with prior
written consent
— Section G9.2 You
may not assign this
Agreement without
our prior written
consent, which
consent shall not
be unreasonably
withheld. Any
purported
assignment is void.
	 	None






			
	 	 	 
	Last Updated: 04-22-2011
	 	 





 


Page 3 of 6









 









GRAND LODGE CASINO
 Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/1/11	 	 	 	Confidentially
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVISION	 	Provision
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	21

	 	Quick Space Lease
	 	5/27/2005
	 	Lease of Storage
Containers
	 	Month to month
	 	Yes — Section 21. c. “Lessor
has the right to postpone unit
pickup for up to 21 working
days. Rental charges will
cease upon Lessee’s
notification of termination.”
	 	30 Days
	 	8/1/2011
	 	Yes, with prior
written consent
—Section 16,
“Lessee shall not
have the right to
assign this Lease
or to sublet, rent,
or otherwise hire
out or transfer
possession of, any
of the Equipment to
any person, firm,
partnership,
association, or
corporation other
then Lessor,
without the prior
written consent of
Lessor.”
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	22

	 	Sage Software
	 	16-Mar-07
	 	Software system that

tracks fix assets
	 	15-Jun-08
	 	Yes — Term. You may terminate
the License at any time by
destroying the Software
together with all copies
thereof... Upon termination
there will be no refund of any
amounts paid by you.
	 	Destroy Software
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	23

	 	Shuffle Master
	 	(1) 3/11/08,

(2) 5/28/09,

(3) 6/24/09,

(4) 6/24/09,

(5)12/3/09,

(6) 1/13/10,

(7) 2/5/10, (8) 

2/5/10, (9) 

3/24/10, (10) 

7/30/10, (11) 

8/2/10
	 	Various (11)

participation/service

agreements with Shuffle

Master
	 	Month to Month
	 	Yes — Section 7. Either party
may terminate this Agreement
by giving the non-terminating
party’ thirty (30) days
written notice. Following
termination, the Products will
be returned to SMI in proper
working order, normal wear and
tear excepted.
	 	30 Days
	 	8/1/2011
	 	Silent — Licensing
provisions are
exclusive to HCC
Corporation.
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	24

	 	Sierra Development

Company d/b/a Club

Calneva
	 	8/24/2008
	 	Sub-lease of rental
space for the
operation and
management of the
sportsbook.
	 	Until the last day
of the calendar
month following the
2013 NFL Super Bowl
	 	YES — Section 1. Term of
Lease. A. “c) upon the
termination of Landlord’s
lease of the space in which
the Hyatt Regency Lake Tahoe
casino is operated. B. On or
before January 1, 2013,
Landlord shall provide to
Tenant written notice of
Landlord’s intention to either
extend this Lease for a five
year term or terminate the
Lease on the termination
date.”
	 	Silent
	 	8/1/2011
	 	YES. but silent as
to notice — Section
19 — “This Lease
shall be binding
upon and inure to
the benefit of the
respective parties
hereto, their legal
representatives,
successors and
assigns. Tenant may
only assign this
Lease with
Landlord’s prior
written consent
which consent shall
not be unreasonably
withheld.”
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	25

	 	Sunny Day Guide
	 	10/22/2010
	 	Advertising agreement

for 2011
	 	Silent
	 	Silent
	 	Silent
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	26

	 	Tech Art
	 	5/15/2008
	 	License/Maintenance

Agreement for hole

card readers
	 	5 Years (#7)
	 	No — Section 8, Early
Termination. At any time after
one (1) year, LICENSEE may
terminate the
License/Maintenance. Agreement
upon sixty (60) days written
notice, provided, however,
that in the event of such
termination, the monthly
charge to LICENSEE pursuant to
paragraph 6 shall be adjusted
retroactively to the unit rate
for the actual term LICENSEE
utilizes the MAXTime units set
forth in paragraph 7.
	 	60 Days
	 	7/1/2011
	 	No — 15. This
Agreement may not
be assigned in
whole, or in part
by either party.
16. This Agreement
shall be binding
upon, and inure to
the benefit of, and
be enforceable by
and against the
parties, their
successors and
assigns.”
	 	None






			
	 	 	 
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Page 4 of 6











 







GRAND LODGE CASINO

Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/1/1l	 		 	Confidentially
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVISION	 	Provision
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	27

	 	Tip Top Amusement
Co. Inc.
	 	11/1/2010
	 	Cigarette Vending Machine
Agreement
	 	Month to Month (Article 5)
	 	Yes — Article 5. Term. This
Agreement shall commence on
November 1, 2010 and shall be
for a term of one month from
that commencement date and
shall be renewed automatically
and continue for successive
periods unless notice of
termination is given by either
party to the other in writing
at least thirty (30) days
prior to termination date.
	 	30 Days
	 	8/1/2011
	 	Yes, with prior
written consent — Article 15: This
Agreement shall not
be assignable by
either party
without the prior
written consent of
the other party.
Subject to the
foregoing
limitations, this
Agreement shall
endure to the
benefit of and be
binding upon the
successors and
[ILLEGIBLE]	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	28

	 	TI Wholesale
Distributors
	 	8/22/2007
	 	Processes used playing cards
for resale and paid on
commission of sales.
	 	3 Years (#7) Expiring
8/22/2010. Agreement has
expired.
	 	Yes — Section 7. Term. This
Agreement shall become
effective upon its execution
by the parties as of the date
on the face of this agreement
and shall expire three (3)
years from that effective
date. This Agreement may be
cancelled by either party with
a 60 days notice in writing.
	 	60 Days
	 	7/1/2011	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	29

	 	United States
Playing Card Company
	 	9/18/2009
	 	Controls Playing Card
Purchase Orders
	 	2 Years
	 	No, only for cause — Section 8e.
This Contract will immediately
terminate without further
liability to USPC if Customer
fails to obtain and maintain
the necessary gaming license
to operate its casino facility
as required by applicable
State Law or by a Tribal
Compact approved and
recognized by the National
Indian Gaming Commission.
	 	None
	 	Courtesy Call Prior
To Termination
	 	Yes, with prior
written consent [ILLEGIBLE] “This Agreement
shall be binding
upon and inure to
the benefit of the
parties herein and
their respective
successors and
assigns. Customer
may not assign its
rights or
obligations under
this Agreement in
any way except with
the consent of USPC
which shall not be
unreasonably
[ILLEGIBLE]	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	30

	 	Universal Recovery
Corporation
	 	2/20/2007
	 	Check Collection Services
	 	1 Year, Auto Renews
unless 30 day notice (#6)
	 	Yes — Section 6. ... Either
party may terminate this
contract at any time by giving
a thirty (30) day written
notice except that once notice
is received by URC, ninety
(90) days will be allowed for
URC to settle all non-paying
accounts and URC shall retain
all accounts on which payments
have begun or promises have
been made until payments are
completed.
	 	30 Days
	 	8/1/2011
	 	Silent
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	31

	 	Western Money Systems
	 	2/1/2011
	 	Self Service Redemption Kiosk
	 	1/31/2012, with automatic
renewal unless 90 day
notice is provided
	 	Yes — Section 2. Cancellation:
Either party shall have the
right to cancel this
agreement, without cause, upon
90 days written notice.
Charges will be prorated to
the date the cancellation is
in effect.
	 	90 Days
	 	6/3/2011	 	Yes, with prior
written consent —
This Agreement is
not assignable, or
transferable by the
customer and
requests for
refunds will not be
honored, unless
consented to in
writing by WMS.
	 	None
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	33

	 	Xerox
	 	11/29/2006
	 	Lease Agreement for Copier
	 	11/29/2011, then month to
month unless 30 day
notice is provided
	 	Yes, for termination on
11/29/2011 — Section 15. B.
During this renewal period,
either party may terminate
this Agreement upon at least
thirty (30) days notice.
	 	30 Days
	 	8/1/2011
	 	Yes, with prior
written consent
— Section 8. If you
wish to assign any
rights or
obligations under
this Agreement, you
shall provide a
written notice to
Xerox of such
request for
consent...”
	 	None






			
	 	 	 
	Last Updated: 04-22-2011
	 	







 


Page 5 of 6









 










GRAND LODGE CASINO 
Key Contract List




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RECOMMENDED	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	NOTICE DATE	 	 	 	 
	ITEM	 	 	 	EFFECTIVE	 	 	 	TERM OF	 	 	 	Termination	 	ASSUMING 9/1/1l	 		 	Confidentially
	SUB #	 	AGREEMENT	 	DATE	 	DESCRIPTION	 	CONTRACT	 	FAVORABLE TERMINATION PROVISION	 	Notice Period	 	Termination	 	ASSIGNMENT PROVISION	 	Provision
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	34

	 	Xerox
	 	10/282004
	 	Lease Agreement for
Copier
	 	10/28/2009, then
month to month.
	 	Yes — Section 12.
Renewal: During
this renewal
period, either side
may terminate this
Agreement upon at
least thirty (30)
days notice.
	 	30 Days
	 	8/1/2011
	 	Yes, with prior written consent -
Section 8. If you wish to assign
any rights or obligations under
this Agreement, you shall provide
a written notice to Xerox of
such request for consent...”
	 	None






			
	 	 	 
	Last Updated: 04-22-2011
	 	






 


Page 6 of 6











 







SCHEDULE E




Supplies and Equipment with a value of $100.00 or more



1.) Please see Exhibit E for detailed information


 


19









 





Grand Lodge Casino

Exhibit E — Operating Supplies & Small Equipment




	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Quantity	 	Item	 	Est. Value	 
	Inventory Slots	 	 
	 	 	 	 	 	 	 	 
	 	 	Cartons	 	261	 	Cigarettes
	 	 	13,050	 
	 
	 	 	 	 	Misc	 	Office Suplies — printer
cartriges pencils, tapes and
the like
	 	 	350	 
	 
	 	 	 	 	9	 	Slot Radios — Kenwood TK3160
	 	 	315	 
	 	 	 	 	7	 	Security Radios — Motorola CP200
	 	 	280	 
	 	 	 	 	1	 	Kobetron GI3000 — Eprom Tester
	 	 	500	 
	 	 	 	 	37 yards	 	Slot / Pit
Chair Upholstry
	 	 	550	 
	 	 	 	 	1	 	Rick laptop computer Dell 5500
	 	 	350	 
	Inventory Pit	 	 
	 	 	 	 	 	 	 	 
	 
	 	 	Misc	 	 	 	office supplies:

	 	 		 
	 	 		 	 	 	
Printer cartriges, pencils, forms,
	 	 	350	 
	Accounting Inventory	 	 
	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Cyndy Laptop
	 	 	300	 
	 	 	 	 	 	 	Misc Supplies
	 	 	200	 
	 	 	 	 	 	 	Toner
	 	 	300	 
	Cage Inventory	 	 
	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Misc Supplies
	 	 	300	 
	 	 	 	 	 	 	Toner
	 	 	150	 
	 	 	 	 	 	 	 
	 	 	 
	 	 	 	 	 	 	 
	 	 	16,995