(5) The applicant's fulfillment of all applicable requirements of IGRA, all
provisions of this Code, including, but not limited to, those in Article V, and a
compact or procedures.

(b) No gaming license or permit shall be issued to any applicant who is determined
by the Commission to be a person whose prior activities, criminal record, reputation,
habits or associations pose a threat to the public interest or to the effective
regulation and control of gaming, or create or enhance the dangers of unsuitable,
unfair, or illegal practices, methods, or activities in the operation of gaming or the
carrying on of the business and financial arrangements incidental thereto.

(c) The issuance of gaming licenses and work permits shall also be subject to the
provisions of Article V of this Code regarding background investigations.

(d) The following notices shall be placed on the application form for a key employee,
primary management official or supplier of gaming goods and services before such
form is completed by an applicant:

(1) "In compliance with the Privacy Act of 1974, the following information is
provided: Solicitation of the information on this form is authorized by 25
U.S.C. 2701 et seq. The purpose of the requested information is to determine
the eligibility of individuals to be employed in a gaming operation. The
information will be used by the Commission, and/or the National Indian
Gaming Commission members and staff who have need for the information in
the performance of their official duties. The information may be disclosed to
appropriate federal, Tribal, state, local, or foreign law enforcement and
regulatory agencies when relevant to civil, criminal or regulatory
investigations or prosecutions or when pursuant to a requirement by a Tribe
or the National Indian Gaming Commission in connection with the hiring or
firing of an employee, the issuance or revocation of a gaming license, or
investigations of activities while associated with a Tribe or a gaming
operation. Failure to consent to the disclosures indicated in this notice will
result in a Tribe's being unable to hire you in a primary management official
or key employee position.

(2) "The disclosure of your social security number (SSN) is voluntary.
However, failure to supply a SSN may result in errors in processing your
application.

(3) "A false statement on any part of your application may be grounds for not
hiring you, or for firing you after you begin work. Also, you may be punished
by fine or imprisonment, (18 U.S.C. 1001)"

Sec. 4-1.04. Required application forms.

(a) Each individual, including a primary management official or key employee,
applying for a gaming license or Tribal work permit and any person who is subject to
a background investigation in connection with an entity application for a license, shall
be required to complete the following forms:

(1) Application for gaming license or Tribal work permit by individual, if
applicable;


the courts of foreign jurisdictions.
Sec. 11-1.14. Other powers of the Commission.

In addition to and in conjunction with the powers and responsibilities listed in this
Code, rules and other applicable laws and regulations the Commission shall! have
power to:

(a) Issue orders of temporary closure of gaming activities for violations of this
gaming ordinance or of contractual obligations to the Tribe, the IGRA or a compact
or Secretarial procedures or orders of permanent closure of gaming activities for
violations of this Code, Tribal gaming regulations or contractual obligations to the
Tribe;

(b) Initiate civil and criminal actions in court to enforce provisions of this Code, Tribal
gaming regulations or the IGRA;

(c) Approve, deny or revoke gaming licenses for Class II or Class III Gaming;

(d) Monitor all gaming activities conducted on Seminole Tribe of Florida Reservations
and other Indian lands on a continuing basis;

(e) Ensure that background investigations are conducted as required by this Code
and the IGRA as well as conduct such additional investigations as the Commission
may deem necessary;

(f) Demand access to and inspect, examine, copy and audit all papers, books and
records concerning activities and revenues of any gaming activity conducted on
Seminole Tribe of Florida Reservations and other Indian lands and any other matters
necessary to carry out their duties under this Code;

(g) Conduct such hearings as the Commission may deem appropriate in carrying out
its duties, including administering oaths or affirmations to witnesses and issuing
subpoenas for documents and/or to compel witnesses to appear at such hearings;

(h) When information is received through audits or other investigations that indicates
a violation of Tribal, or applicable federal law or applicable state law to treat as
confidential and provide such information to the appropriate law enforcement
officials;

(i) Adopt regulations deemed necessary to clarify or enforce provisions of this Code
or Tribal rights and interests established in a compact or procedures; and

(j) Adopt a Seminole Tribe of Florida Class II and Class III Gaming license
application.

Sec. 11-1.15. Enforcement provisions.
(a) All matters and occurrences which indicate that a criminal act under this Code,
other applicable Tribal law, applicable federal law or applicable state law may have

occurred in or around any gaming establishment shall be reported to the appropriate
law enforcement agency and the Commission.

32


authorized employee or agent of the Commission may possess a key to or may enter
any Commission office without the permission of the Commission. No person may
access such records except a person duly authorized by the Commission or an
attorney for the Commission.

Sec. 2-1.09. Quorum.

A quorum of the Commission shall consist of three (3) Commissioners. All decisions
shall be made by a majority vote of a quorum of the Commission, unless indicated
otherwise in this Code.

Sec. 2-1.10. Organization.

The Commission may organize itself into any functional division it deems necessary,
and may alter such plan of organization as it deems expedient.

Sec. 2-1.11. Recordkeeping.

The Commission shall maintain complete records regarding the following:

(a) Applications, financial statements, fingerprints, contracts, licenses, suspension
and cancellation notices and correspondences of all applicants, including key
employees, primary management officials, gaming establishments and suppliers of
gaming goods and services;

(b) Commission licenses;

(c) Meeting minutes from all Commission meetings;

(d) Compact or Secretarial procedures compliance;

(e) Reports relating to customer disputes, complaints or other issues that affect the
integrity of the gaming operations;

(f) Commission budget and expenditures;

(g) Tribal Council communications and correspondences;

(h) Gaming device list pursuant to section 4-1.11 of this Code; and

(i) Any other records or documents the Commission deems necessary or appropriate.
Sec. 2-1.12. Reports.

The Commission shall submit written quarterly reports to the Council within 45 days
after the end of each quarter. Such reports shall contain the following information:

(a) Number and types of licenses issued during the previous quarter;
(b) Information regarding license denials, suspensions or revocations;
(c) Report of any events of noncompliance, breach or violations of this Code, the

rules, a compact, procedures, IGRA, license or any other applicable law or
regulation; provided, however, that these reports are not the subject of or relating to


any gaming facilities, and the operation of gaming activities, shall be conducted in a
manner which adequately protects the environment and the public health and safety
and for that purpose shall comply with the requirements of ail applicable health,
safety and environmental standards enacted by the Tribe and any applicable federal
and state laws. The Commission may issue an annual facility license to a gaming
establishment, if the gaming establishment:

(a) Is a sound physica! structure with adequate and safe plumbing, electrical,
heating, cooling and ventilation systems in place and operational;

(b) Has been inspected and approved for safety by a building and fire inspector
designated by the Commission;

(c) Is adequate in all respects to accommodate the gaming and non-gaming
activities intended to be carried on within the structure;

(d) Is equipped with security and surveillance equipment meeting or exceeding
provisions set forth in regulations established by the Commission;

(e) Meets all requirements of applicable Tribal, federal and state laws; and
(f) Has paid all applicable license fees and costs.
Sec. 4-1.11. Certification of gaming devices.

All gaming devices purchased, leased or otherwise acquired by the Tribe must meet
the technical equipment standards set forth by the Commission. The Commission
shalt maintain a complete list of all gaming devices (whether or not such devices are
in use) located at any gaming establishment.

Sec. 4-1.12. Temporary gaming licenses and Tribal work permits.

The Commission may issue temporary gaming licenses for the gaming portions of the
Tribe’s casino/hotel operations and temporary Tribal work permits for the non-
gaming portions of the Tribe’s casino/hotel operations pending the satisfactory
completion of all background investigations and other applicable requirements of this
Code, IGRA, a compact or procedures, and, if applicable, pending expiration of the
30-day NIGC review period provided for at 25 C.F.R. § 558. In no event shall a
temporary gaming license or temporary Tribal work permit be valid for greater than
ninety (90) calendar days, subject to the issuance of another provisional license, if
such background investigations are not completed, so long as no information to date
has been received which would otherwise disqualify the applicant for a license.

Sec. 4-1.13. Temporary employment pending issuance of a gaming license
or Tribal work permit during temporary gaming license and Tribal work
permit period.

As provided in section 4-1.12, all individuals, including primary management officials

and key employees, may be employed in gaming operations or non-gaming
operations prior to the issuance of a gaming license or Tribal work permit, as

19


RE: SEMINOLE TRIBAL GAMING CODE; AMENDMENT NUMBER THREE
RESOLUTION NO. C-195-06

PAGE 3

BE IT FURTHER RESOLVED: that this Resolution is hereby adopted after motion made by
Max B Osceola, Jr. seconded by Andrew J. Bowers, Jr., and a roll call vote as follows:

Chairman Mitchell Cypress
Vice-Chairman Moses B. Osceola..
Council Representative David R. Cypress.
Council Representative Andrew J. Bowers, Jr.
Council Representative Max B. Osceola, Jr.

DONE THIS 10TM day of JULY, 2006, at a special meeting of the Tribal Council, duly convened
on the Big Cypress Seminole Indian Reservation located in Hendry County, Florida, with a
quorum being present, by a vote of 5 for, 0 against, with 0 abstentions.

ATTEST:

Secfetary
TRIBAL COUNCIL

APPROVED BY:

Philip N. Hogen, Chairman
National Indian Gaming Commission
U.S. Department of the Interior


Sec. 11-1.07. Unclaimed winnings.

(a) Any winnings, whether property or cash, which are due and payable to a
participant in any gaming activity, and which remain unclaimed at the end of a
gaming session, shall be held in safekeeping for the benefit of such participant. The
Tribal Casino Gaming Enterprises shall make a good faith attempt to notify the
participant of the unclaimed winnings. Such winnings shall be held for 90 days. At
the end of the safekeeping period, such winnings shall revert to the ownership of the
Tribal Casino Gaming Enterprise.

(b) In the event the identity of a participant entitled to unclaimed winnings is
unknown, after 90 days from the time the winnings were payabie, such unclaimed
winnings shall revert to the ownership of the Tribal Casino Gaming Enterprise.
Sec.11-1.08. Patron Disputes.

Any patron who has any dispute, disagreement or other grievance with a gaming
operation that involves currency, tokens, coins, or any other thing of value, may
seek resolution of such dispute from the following persons and in the following order:
(a) A member of the staff relevant to the gaming operation;

(b) The supervisor in the area of the relevant gaming operation in which the dispute
arose:

(c) The manager of the relevant gaming operation; and

(d) The Commission.

Sec. 11-1.09. Patron rights regarding disputes.

(a) Whenever a patron brings a dispute forward for resolution, that individual should
have the right to explain his/her side of the dispute and present witnesses in

connection with any factual allegations.

(1) At each level, if the dispute remains unresolved, the patron shall be informed of
the right to take the dispute to the next higher level as noted above.

(2) Resolution of any dispute by the personnel of a gaming operation shall always
involve two or more staff members.

(3) All disputes, whether resolved or not, shall be reported in detail by the staff
persons involved to their supervisor.

(b) Any patron who has any dispute, disagreement or other grievance with a gaming
operation that does not involve currency, tokens, coins, or any other thing of value,
may seek resolution of such dispute with the management of the gaming operation.
The decision of management of the gaming operation is final.

Sec. 11-1.10. Gaming Commission action on patron disputes.

(a) If a patron’s dispute with a gaming operation that involves currency, tokens,

30


(2) Personal history record;

(3) Fingerprints, electronic submission(s) and/or fingerprint cards as
requested/required;

(4) Request to release information - individual.

(b) To the extent not otherwise covered in paragraph (a) of this section, each
applicant for a primary management official or key employee position shall be
required to provide the following information:

(1) Full name, other names used (oral or written), social security number(s),
birth date, place of birth, citizenship, gender, and all languages (spoken or
written);

(2) Currently and for the previous 5 years: business and employment
positions held, ownership interests in those businesses, business and
residence addresses, and drivers license numbers;

(3) The names and current addresses of at least three personal references,
including one personal reference who was acquainted with the applicant
during each period of residence listed under paragraph (b)(2) of this section;

(4) Current business and residence telephone numbers;

(5) A description of any existing and previous business relationships with
Indian tribes, including ownership interests in those businesses;

(6) A description of any existing and previous business relationships with the
gaming industry generally, including ownership interests in those businesses;

(7) The name and address of any licensing or regulatory agency with which
the person has filed an application for a license or permit related to gaming,
whether or not such license or permit was granted;

(8) For each felony for which there is an ongoing prosecution or a conviction,
the charge, the name and address of the court involved, and the date and
disposition if any;

(9) For each misdemeanor conviction or ongoing misdemeanor prosecution
(excluding minor traffic violations) within 10 years of the date of the
application, the name and address of the court involved and the date and
disposition;

(10) For each criminal charge (excluding minor traffic charges) whether or not
there is a conviction, if such criminal charge is within 10 years of the date of
the application and is not otherwise listed pursuant to paragraph (b)(8) or
(b)(9) of this section, the criminal charge, the name and address of the court
involved and the date and disposition;

(11) The name and address of any licensing or regulatory agency with which
the person has filed an application for an occupational license or permit,
whether or not such license or permit was granted;

(12) A photograph taken within the previous 12 months;
(13) Any other information a tribe deems relevant; and

(14) Fingerprints consistent with procedures adopted by the Tribe according
to 25 C.F.R. § 522.2(h).

16


(iii) Obtain a personal credit check;
(iv) Conduct a civil history check;

(v) Conduct a criminal history check via the submission of the
applicant's fingerprints to the NIGC, and further obtain information
from the appropriate court regarding past convictions and charges
within the past 10 years;

(vi) Inquire into any previous or existing business relationships with
the gaming industry and Indian tribes;

(vii) Verify the applicant’s history and status with any licensing agency
by contacting the agency; and

(viii) Take other appropriate steps to verify the accuracy of the
information.

(c) Upon completion of a background investigation, the Commission shall make a
specific determination of eligibility for employment in a gaming operation.

(d) The Commission shall forward a report to the National Indian Gaming
Commission within 60 calendar days after an employee begins work. A gaming
operation shall not employ a key employee or primary management official who does
not have a license after ninety (90) calendar days. An investigative report shall
include all of the following:

(1) Steps taken in conducting a background investigation;
(2) Results obtained;

(3) Conclusions reached; and

(4) The bases for those conclusions.

(e) During a 30-day period beginning when the National Indian Gaming Commission
receives a report submitted under paragraph (b) of this section, the Chairman of the
NIGC may request additional information from the Commission concerning a key
employee or a primary management official who is the subject of a report. Such a
request shall suspend the 30-day period until the Chairman of the NIGC receives the
additional information.

(f) If, within the 30-day period described in paragraph (e) of this section, the
National Indian Gaming Commission notifies the Commission that it has no objection
to the issuance of a license pursuant to a license application filed by a key employee
or a primary management official for whom the Commission has provided an
application and investigative report to the National Indian Gaming Commission, the
Commission may go forward and issue a license to such applicant.

(g) If, within the 30-day period described in paragraph (e) of this section, the

National Indian Gaming Commission provides the Commission with a statement
itemizing objections to the issuance of a license to a key employee or to a primary

22


(1) On any persons required to obtain a license, in accordance with a fee
schedule to be established by the Commission; and

(2) In addition to the license fees imposed pursuant to subsection (b)(1) and
(2) of this section, the Commission may impose such fees on licensees as are
reasonably related to costs of enforcement, including investigations and
proceedings before the Commission, and which will in the aggregate be
sufficient to enable the Tribe and the Commission to recover its reasonable
costs of enforcing this Code. Such costs may be estimated by the Commission
and imposed prior to a final Commission action regarding a particular licensee
or applicant.

(c) Violations of any provision of this Code, the rules or relevant license provisions by
a licensee shall be deemed contrary to the public health, safety, morals, good order
and general welfare of the Tribe and its members, and shall be deemed grounds for
refusing to grant a license, or suspension or revocation of a license. Acceptance of a
license, thereof by a licensee, constitutes an agreement on the part of the licensee to
be bound by the provisions of this Code and the rules as they are now, or as they
may hereafter be amended or restated, and to cooperate fully with the Commission.
It is the responsibility of the licensee to remain informed of the contents of this
Code, the rules and all other applicable regulations, amendments, provisions, and
conditions, and ignorance thereof will not excuse violations. A license issued
hereunder is a privilege license and no right shall attach thereto.

Sec. 4-1.09. Conditions of license.

All licensees shall comply with such reasonable conditions as may be fixed by the
Commission including, but not limited to, the following conditions:

(a) Facility licensees.
(1) The licensee shall at all times maintain an orderly, clean and neat gaming
establishment, both inside and outside the premises of the gaming
establishment;
(2) The gaming establishment shall be subject to patrol by the Tribe’s
Commission Officers, casino security and law enforcement personnel, and
when authorized, federal, state and local law enforcement, and the licensee
shall cooperate at all times with such security and law enforcement officials;

(3) The gaming establishment shall be open to inspection by authorized Tribal
officials at all times during business hours;

(4) The licensee may grant preferences to Native Americans as permitted by
applicable law; and

(b) Persons, and suppliers of gaming and non-gaming goods and services licensed by
the Commission shall comply with such conditions of the license as the Commission,
in its reasonable discretion, may require.

Sec. 4-1.10. Facility license.

In compliance with 25 U.S.C. § 2710(b)(2)(E), the construction and maintenance of

18


coins, or any other thing of value remains unresolved after consideration by the
manager of the relevant gaming operation, then the patron may submit the dispute
to the Commission. The patron must submit the matter to the Commission in writing
within seventy-two (72) hours after the incident that is the basis for the dispute or a
decision by facility management (whichever is later). The patron’s written
submission must contain (1) a factual description of the dispute, (2) a statement as
to the relief sought by the patron, (3) an explanation of the patron’s efforts to
resolve the matter with facility staff and management and (4) the patron’s contact
information. The submission also shall contain any other written evidence or
information that the patron believes should be considered by the Commission. A
form for submitting disputes to the Commission shall be available from gaming
facility management.

(b) Upon receipt, the Commission shall forward a copy of the patron’s submission
to gaming operations for a response to the Commission. All disputes which are
submitted to the Commission shall be decided by the Commission based on
information furnished by the patrons and gaming operations as requested directly by
the Commission and/or the Executive Director. Such information may include witness
statements and/or testimony at the Commission’s sole discretion. In making a
decision on the dispute, the Commission shall evaluate the evidence using a
preponderance of the evidence standard.

(c) The decision of the Commission shall be in writing and shall be issued within
fourteen (14) calendar days of the matter being heard by the Commission and shall
be furnished to the general manager of the gaming operation and to the patron in
question. The decision shall contain a recitation of the facts on which it is based.

(d) Liability of the gaming operation in any dispute under this dispute resolution
procedure shall be limited to the amount of the alleged winnings. A patron shall not
be entitled to an award of special or punitive damages for mental distress.

(e) The decision of the Commission is final and not subject to judicial review.
Sec. 11-1.11. Agent for service of process.

The Tribe’s General Counsel shall be designated agent for service of process for the
Seminole Tribe of Florida and the Tribal Gaming Commission.

Sec. 11-1.12. Consent to jurisdiction.

Any person who applies for a license under this Code, applies for employment in any
gaming establishment, enters into any contract or agreement related to gaming, or
participates in any gaming on the Tribe’s Reservations or other Indian lands, shall be
deemed to consent to the civil jurisdiction of the Tribe, and the Commission. Nothing
in this section shall limit the jurisdiction of the Tribe, or the Commission under any
circumstances not explicitly contemplated in the section.

Sec. 11-1.13. Comity and concurrent jurisdiction.
The Commission is empowered to seek comity and enforcement of the orders of the
Commission by the courts of any other jurisdiction whose assistance may be required

to give effect to the orders of the Commission. The Commission is also empowered
to issue orders to enforce the lawful orders of other gaming regulatory agencies and

31


this Code, together with a record of all actions taken with respect to those
applications.

(b) The Commission and Executive Director shall maintain all files or records relating
to compliance with a compact or procedures, the Code or other Federal or tribal law,
and enforcement of compliance with all of the above, as well as such other records
as are necessary.

(c) All information and data:

(1) Required by the Commission or the Executive Director to be furnished to
them under this Code or which may otherwise be obtained relative to the
finances, earnings or revenue of any applicant or licensee;

(2) Pertaining to an applicant's criminal record, antecedents and background
which have been furnished to or obtained by the Commission or the Executive
Director from any source;

(3) Provided to the members of the Commission or the Executive Director or
his employees by a governmental agency or an informer or on the assurances
that the information will be held in confidence and treated as confidential; or

(4) Obtained by the Executive Director or the Commission from a supplier
relating to the manufacturing of gaming devices or gaming goods; and is
confidential and may be revealed in whole or in part only in the course of the
necessary administration of this Code or upon the lawful order of a court of
competent jurisdiction.

Sec. 3-1.04. Removal from office.
The Executive Director, who will be hired by the Commission, may be removed from

office by the Commission upon a majority vote of the Commission after a showing of
cause.

ARTICLE IV. GAMING LICENSE, OTHER LICENSE AND WORK PERMIT
APPLICATIONS AND PROCEDURES

Sec. 4-1.01. Gaming licenses, other licenses and work permits required.

The Commission is hereby authorized to issue all licenses for the conduct of all
gaming authorized under this Code, or any other license related to gaming, and work
permits which the Commission may, by rule, require.

(a) Persons. The following persons must obtain licenses or work permits as a
precondition to employment or providing goods and services to the gaming and non-
gaming portions of the Tribe’s gaming/hotel operations, as applicable:

(1) All primary management officials;

(2) All key employees;

13


Reservations and other Indian lands; provided, however, that such Class I Gaming
shall be conducted only in accordance with the provisions of this Code, the rules, and
IGRA.

Sec. 1-1.05. Class II Gaming authorized.

Class II Gaming is hereby authorized to be conducted on lands within the Tribe's
Reservations and other Indian lands; provided, however, that such Class II Gaming
shall be conducted only in accordance with the provisions of this Code, the rules, and
IGRA.

Sec. 1-1.06. Class III Gaming authorized.

Class III Gaming is hereby authorized to be conducted on lands within the Tribe's
Reservations and other Indian lands; provided, however, that such Class III Gaming
shall be conducted only in accordance with the provisions of this Code, the rules, a
compact or Secretarial procedures and IGRA.

Sec. 1-1.07. Location of gaming.

The Commission shall ensure that (i) such gaming as it authorizes and licenses
pursuant to this Code is conducted on the Tribe's Indian lands, and (ii) such gaming
is not otherwise specifically prohibited by applicable federal law.

Sec. 1-1.08. Ownership of gaming.

The Tribe shall have the sole proprietary interest, authority and responsibility for the
conduct of gaming in any gaming operation authorized by this Code. Individually
owned gaming operations are prohibited. The Tribe shall receive not less than 100
percent of the net revenues from any gaming operation.

Sec. 1-1.09. Use of gaming revenue.

(a) Net revenues from any form of gaming authorized under this Code shall be used
only for the following purposes: to fund Tribal government operations and programs;
to provide for the general welfare of the Tribe and its members; to promote Tribal
economic development; to make donations to charitable organizations or to help
fund operations of local government agencies of the State of Florida and its political
subdivisions.

(b) The Tribe shall make per capita payments of net revenues from gaming activities
to Tribal members from both Class II and Class III Gaming, and it shall authorize
such payments in accordance with IGRA Section 2710(b)(3).

Sec. 1-1.10. Unauthorized gaming.

Any person who commits any act of unauthorized gaming on the Tribe’s Reservations
or any other Indian lands shall be guilty of a crime and shall be prosecuted in any
court of competent jurisdiction.

Sec. 1-1.11. Conduct of games.


(1) Knowingly making any false or misleading statement in response to any official
inquiry by the Commission or its agents;

(m) Offering or attempting to offer any thing of value, to a licensee in an attempt to
induce the licensee to act or refrain from acting in a manner contrary to the official
duties of the licensee under this Code, the rules, Tribal and applicable Federal law or
IGRA;

(n) Acceptance by a licensee of any thing of value with the expectation that receipt
of such thing of value is intended, or may be perceived as intended, to induce the
licensee to act or refrain from acting, in a manner contrary to the official duties of
the ticensee under this Code, the rules, Tribal and applicable Federal law or IGRA;

(0) Falsifying, destroying, erasing or altering any books, computer data, records, or
other information relating to a gaming operation in ways other than is provided in
approved internal control procedures;

(p) Taking any action which interferes with or prevents the Commission or the Tribal
Council from fulfilling its duties and responsibilities under this Code, the rules, or
IGRA; and

(q) Entering into any contract, or making payment on any contract for the delivery of
goods or services to a gaming operation, when such contract fails to provide for or
result in the delivery of goods or services of fair value for the payment made or
contemplated.

Sec, 9-1.02. Prohibition against electronic aids.

Except as specifically permitted by the Commission, no person shall possess, with
the intent to use in connection with gaming, either individually, or in concert with
others, any calculator, computer, or other electronic or mechanical device to assist in
projecting the outcome or odds of such gaming, to keep track of or analyze cards, or
to change probabilities of any game or the playing strategies regularly utilized in
such gaming.

ARTICLE X. NATIONAL INDIAN GAMING COMMISSION AND COMPACT OR
SECRETARIAL PROCEDURES

Sec. 10-1.01. Compact with the State of Florida or Secretarial procedures.
Notwithstanding any provision in this Code or the rules, the Commission is hereby
directed to comply with the provisions of a compact or Secretarial procedures,
including, but not limited to, any licensing, approval, or monitoring requirements
contained in a compact or procedures.
Sec. 10-1.02. Fees.
Notwithstanding any provision in this Code or the rules, the Commission is hereby
directed to comply with all fees authorized by the NIGC. Such fees shall be payable
solely from funds of gaming operation revenues as an operating expense.

Sec. 10-1.03. Regulation of the Commission.

28


(1) A notice of violation;
(2) A proposed civil fine assessment or reassessment;
(3) An order of temporary closure; or

(4) An order of exclusion under sec. 8-1.02 from one or more of Tribe’s
gaming facilities.

(b) A notice of appeal shall reference the notice or order from which the appeal is
taken.

(c) Within ten (10) calendar days after filing a notice of appeal, a hearing shall be
scheduled, with notice of the time, date and place of the hearing provided to the
respondent.

(d) Within ten (10) calendar days after the respondent receives notice of the
hearing, the respondent shall file with the Commission a supplemental statement
that states with particularity the relief desired and the grounds therefor and that
includes, when available, supporting evidence in the form of affidavits. At the
hearing, the respondent is entitled to call witnesses and present evidence. If the
respondent wishes to present oral testimony or witnesses at the hearing, the
respondent shall include notice of this in the supplemental statement. The notice
shall specify the names and job titles of proposed witnesses, and state whether a
closed hearing is requested and, if so, why. The respondent may waive in writing his
or her right to an oral hearing and instead elect to have the matter determined by
the Commission solely on the basis of written submissions.

(e) The full Commission shall issue a decision by majority vote within thirty (30)
calendar days after the date on which the hearing was held. The decision of the
Commission shall be based upon the whole record and shall include findings of fact
and conclusions of law upon each material issue of fact or law presented on the
record. In deciding such appeals, the Commission shall apply a preponderance of
the evidence standard. The Commission shall provide a written decision, notice and
order to all parties, which includes the reasons for its decision. The decision of the
Commission on the appeal shall be final and not subject to judicial review.

(f) Notwithstanding the above, the Commission shall comply with any hearing
procedures and/or requirements set forth in a class III compact or procedures, as
well as any hearing procedures and/or requirements established pursuant to the
class III compact or procedures.

Sec. 6-1.05. License Hearings.

The procedures for all license hearings shall be established by the Commission. The
Commission shall comply with any hearing procedures and/or requirements set forth
in a class III compact or procedures, as well as any hearing procedures and/or
requirements established pursuant to the class III compact or procedures. In all
cases, at such license hearing, before the Commission renders a final decision in the
matter, the subject of the proceeding shall, at a minimum, be provided with (1)
notice of the proceeding, (2) an opportunity to be present and (3) an opportunity to

25


capable of affecting, in any way, the playing of any game.

(n) Supplier of gaming goods and services means any person who manufactures,
sells, leases, distributes, supplies or makes modifications to, any gaming goods and
services including, but not limited to any gaming device of the Tribe and all persons
holding any direct or indirect financial interest in such supplier.

(0) Gaming establishment means any premises where gaming is operated or
conducted on the Tribe's Reservations or other Indian lands, and includes all

buildings, improvements, appurtenances, equipment and facilities used or
maintained in connection with such gaming.

(p) Gaming operation means each economic entity that is owned and licensed by the

Tribe and which operates the games, receives the revenues, issues the prizes, and
pays the expenses.

(q) Net revenues means gross gaming revenues of an Indian gaming operation less

(1) Amounts paid out as, or paid for, prizes; and
(2) Total gaming-related operating expenses, excluding management fees.

(r) Indian lands means Indian lands as defined at 25 U.S.C. 2703(4) and 25 C.F.R. §
502.12.

(s) Key employee means:
(1) A person who performs one or more of the following functions:

(i) Bingo caller,
(ii) Counting room supervisor,
(iii) Chief of security,
(iv) Custodian of gaming supplies or cash,
(v) Floor manager,
(vi) Pit boss,
(vii) Dealer,
(viii) Croupier,
(ix) Approver of credit, or
(x) Custodian of gambling terminals or other devices operated by the

management of any gaming operation, including persons with access
to cash and accounting records for such devices;


EXHIBIT A

TRIBAL GAMING CO

ARTICLE I. IN GENERAL
Sec. 1-1. Definitions.

Unless a different meaning is set forth below, the terms used in this Code shall have
the same meaning as defined in the Indian Gaming Regulatory Act, Public Law 100-
497, 102 Stat. 2467 (Oct. 17, 1988), 25 U.S.C. 2701 et seq. (IGRA)

(a) Applicant means any person, partnership, corporation, joint venture or other
entity applying for any license described in or required by this Code.

(b) Application means a request for the issuance of a license described in or required
by this Code.

(c) Council or Tribal Council means the Tribal Council of the Seminole Tribe of
Florida.

(d) Chairman means the Chairman of the National Indian Gaming Commission.

(e) Class I Gaming means Class I Gaming as defined at 25 U.S.C. 2703(6), and any
lawful regulations promulgated thereunder.

(f) Class II Gaming means Class II Gaming as defined at 25 U.S.C. 2703(7)(A), and
any lawful regulations promulgated thereunder.

(g) Class III Gaming means Class III Gaming as defined in 25 U.S.C. 2703(8), and
any lawful regulations promulgated thereunder.

(h) Compact means any Tribal-State Class III Gaming Compact including all
renewals, amendments, appendices, exhibits and other attachments thereto between
the Seminole Tribe of Florida and the State of Florida providing for the conduct of
Tribal Class III Gaming by the Seminole Tribe of Florida.

(i) Commission means the Seminole Tribal Gaming Commission.

(j) Commissioner means an individual member of the Seminole Tribal Gaming
Commission.

(k) Fiscal year means the period beginning at 12:00 a.m. on October 1 of each year
and ending at midnight, September 30 of the following year.

(1) Gaming means any Class I, Class II Gaming or Class III Gaming activity, either
individually or collectively, whether authorized or unauthorized.

(m) Gaming device means any equipment or mechanical, electromechanical or
electronic contrivance, component or machine, used remotely or directly in
connection with any gaming which affects the result of a wager by determining or
predicting the outcome of such game or the odds of winning or losing such game.
The term shall be broadly construed to promote the purposes of this Code and shall
also include any devices, machines, components or contrivances which do or are


(3) Suppliers of goods and services to the gaming and non-gaming portions of
the Tribe’s gaming/hotel operations. Any person or company who is a
supplier of goods and services must comply with the Vendor Registration
Program requirements unless the individual or company meets the “exempt”
transaction requirements as defined in the Vendor Registration Program

policy.

(4) Any other employee or class of employees as determined by Commission
rules.

(b) Gaming establishments. Each place, facility, or location where gaming is
conducted on Indian lands must obtain a separate facility license from the
Commission.

Sec. 4-1.02. Standard for license and work permit.

Licenses and-work permits issued hereunder shall be issued according to
requirements at least as stringent as those set forth at 25 C.F.R. §§ 556 and 558,
and any amendments thereto, and also according to requirements, at least as
stringent, as those set forth in a compact or procedures.

Sec. 4-1.03. Application for license or work permit.
(a) No gaming license or work permit shall be issued under this Code except upon a
sworn application filed with the Commission, in such form as may be prescribed by

the Commission, containing a full and complete showing, at a minimum, of the
following:

(1) Satisfactory proof that the applicant is of good character and reputation,
and is financially responsible;

(2) If applicable, a complete description of the premises at which gaming will
be conducted;

(3) Agreement by the applicant to abide by all conditions of the license, this
Code, the rules, a compact or Secretarial procedures and IGRA as applicable;

(4) A statement that the applicant has never been convicted of, or entered a
plea of guilty or no contest to, any of the following criminal offenses:

(i) Any felony within the preceding ten years,
(ii) Any gaming-related offense,

(iii) Fraud, misrepresentation or any other crimes of moral turpitude in
any context, or

(iv) A violation of any provision of this Code, the rules, or any other
ordinance or rules of the Tribe regulating or prohibiting gaming; and


(bb) Rules means any rules governing the conduct of games or the control of internal
fiscal affairs of gaming operations as may be promulgated by the Commission
established pursuant to this Code.

(cc) Secretary means the Secretary of the United States Department of the Interior.

(dd) Secretarial Procedures means Class III gaming procedures issued by the
Secretary of the Interior pursuant to the Indian Gaming Regulatory Act.

(ee) Tribe means, and Tribal shall refer to, the Seminole Tribe of Florida.

Sec. 1-1.01. Short title.

This Code shall be known and may be cited as the Seminole Tribal Gaming Code.
Sec. 1-1.02. Statement of Purpose.

A Code to govern and regulate the operation, conduct and playing of (1) “Class I
gaming” and (2) “Class II gaming” and (3) “Class III gaming,” as defined by the
Indian Gaming Regulatory Act of 1988, 25 U.S.C. Section 2701, et seq., as amended
(the “Act”), so that revenue may be produced for the support of Tribal government
programs which promote economic development and for the health, education and
welfare of the Seminole Tribe of Florida and its members. The Tribal Council of the
Seminole Tribe of Florida enacts this Code in order to regulate all forms of gaming on
the Tribe's Reservations and other Indian lands.

Sec. 1-1.03. Public policy.

(a) All gaming which is conducted within the Tribe's Reservations and other Indian
lands and which is otherwise authorized by applicable law shall be regulated and
licensed pursuant to the provisions of this Code.

(b) The Tribal Council hereby finds and declares it to be the public policy of the Tribe
that:

(1) Regulation of licensed gaming is important in order that licensed gaming
is conducted honestly and that gaming is free from criminal and corruptive
elements.

(2) Public confidence and trust can only be maintained by strict regulation of
all persons, locations, practices, associations and activities related to the
operation of licensed gaming establishments and the manufacture or
distribution of gaming devices.

(3) All primary management officials, key employees, gaming establishments
and suppliers of gaming goods and services must therefore be licensed and
controlled to protect the public health, safety, morals, good order and general
welfare of the Tribe.

Sec. 1-1.04. Class I Gaming authorized.

Class I Gaming is hereby authorized to be conducted on lands within the Tribe's


applicable, hereunder and during the period that a gaming license or Tribal work
permit shall be effective on a temporary basis, but such employment shall be
provisional only and subject to the requirements of this section. Employment may
begin prior to issuance of a gaming license or Tribal work permit only if the
Commission has made a preliminary finding of eligibility for employment in gaming
or related non-gaming operational areas, which shall require a preliminary
determination that the individual, including a primary management official or key
employee, in question is not a person whose prior activities, criminal record or
reputation, habits or associations pose a threat to the public interest or to the
effective regulation and control of gaming, or create or enhance the dangers of
unsuitable, unfair, or illegal practices, methods, or activities in the operation of
gaming or the carrying on of the business and financial arrangements incidental
thereto. Temporary or provisional employment shall be terminated upon the
occurrence of any of the following:

(a) Denial of a relevant gaming license or Tribal work permit by the Commission;

(b) Unsatisfactory completion of a background investigation or NIGC review, as
applicable, resulting in nullification of a provisional license, as described in section
5-1.01; or

(c) To the extent required under 25 C.F.R. § 558 and/or, at the end of thirty (30)
calendar days after the starting date of temporary or provisional employment, if, at
the end of such period, no gaming license or Tribal work permit has been issued
hereunder, or if a gaming license or Tribal work permit issued hereunder remains
effective only on a provisional basis, as provided in section 4-1.12; provided,
however, that temporary or provisional employees terminated for the reason
described in this subsection shall be qualified for reemployment upon the satisfactory
completion of background investigations and NIGC reviews, as applicable.

Sec. 4-1.14. Assignment or transfer.

No gaming license or Tribal work permit issued under this Code may be assigned or
transferred.

Sec. 4-1.15. Identification badges.

All persons operating or assisting in the operation or conduct of any Class II or Class
III gaming as well as in the non-gaming areas of the facility shall wear an employee
identification badge as long as it satisfies certain minimum requirements such as
employee’s name and Tribal gaming license or Tribal work permit number as
approved by the Commission. All employees must carry on their person and/or be
prepared to present their Tribal gaming license or Tribal work permit upon demand
to a Commissioner or duly authorized employee or agent of the Commission. The
Tribat gaming license and Tribal work permit shall be a legible tag evidencing the
person’s name and photograph and the legend of the Seminole Tribe of Florida.
Identification badges must be visible and worn or otherwise affixed to all persons
operating or assisting in the operation of any Class II or Class III gaming as well as
non-gaming areas of the facility, in accordance with applicable internal controls.

Sec. 4-1.16. License Suspension.

20


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July 10, 2006

Chairman Mitchell Cypress
Seminole Tribe of Florida
6300 Stirling Road
Hollywood, Florida 33024

Re: Seminole Tribal Gaming Code, Amendment No. 3;
Resolution No. C-195-06

Dear Chairman Cypress:

This letter is in response to the Seminole Tribe of Florida’s written request, received July
10, 2006, that the National Indian Gaming Commission (“NIGC”) review and approve
the Tribe’s amended gaming ordinance, entitled the Seminole Tribal Gaming Code
(“Code”), which was adopted by the Tribal Council on July 10, 2006, by Resolution No.
C-195-06, and concerns Class II and III gaming. It is our understanding that the amended
Code replaces the current Tribal Gaming Code, which was originally approved by the
NIGC on December 7, 1993, and later modified and approved on January 26, 1998;
January 4, 2002; and December 8, 2005.

This letter constitutes approval, under the Indian Gaming Regulatory Act (“IGRA”), of
the amended Seminole Tribal Gaming Code. It is important to note that the Code is only
approved for gaming on Indian lands, as defined in the IGRA, over which the Tribe has
jurisdiction.

gncerel y,

Philip N. Hogen
Chairman

NATIONAL HEADQUARTERS 1441 L St. NW, Suite 9100, Washington, DC 20005 Tel: 202.632.7003 Fax: 202.632.7066 WWW.NIGC.GOV

REGIONAL OFFICES Portland, OR; Sacramento, CA; Phoenix, AZ; St. Paul, MN: Tulsa, OK


the Commission shall be enrolled Tribal members. A Commissioner shall serve for
twenty-four (24) month increments in conjunction with the Regular and General
Tribal Council elections. Appointed representative term extensions, and all new
appointments made as a result of appointed representatives resigning, shall be for a
term of four (4) years or at the discretion of the Tribal Council Representatives. A
Commissioner may be removed from office prior to the end of the Commissioner's
term by the Tribal Council only pursuant to the process set forth in Sec. 2-1.18.
Vacancies on the Commission shall be filled within sixty (60) calendar days by
nominations and a majority vote of the Council. The Commission, by a majority vote,
shall elect every twenty-four (24) months, from its membership, a Commission
Chair, Vice-Chair and Secretary.

Sec. 2-1.02. Independence.

In all matters within its purview and responsibilities, the Commission shall be and
shall act independently and autonomously from the Tribal Council and gaming
management. No prior or subsequent review by the Tribal Council or gaming
management of any actions of the Commission shall be required or permitted, except
as otherwise explicitly provided in this Code.

Sec. 2-1.03. Licensing of Commissioners.

(a) Requirements; application. Nominees for the position of Commissioner must
meet the requirements of Articles IV and V of this Code and must first obtain a
license from the Tribal Council or its designee prior to assuming office. A
Commissioner shall complete a license application and shall be subject to the same
background investigation as a key employee under this Code. Such background
investigation shall be performed at the direction of the Tribal Council by a duly
appointed agent of the Tribal Council. Upon completion of the background
investigation, the Tribal Council shall, by majority vote, (i) either approve by Council
Resolution the appointment of a Commissioner or (ii) notice the Commissioner for a
hearing before the Tribal Council. All investigations and hearings under this section
shall be conducted as provided in Article VI of this Code, except that all hearings
shall be conducted by and before the Tribal Council.

(b) Failure to meet license requirements or license violations. If the Tribal Council
has reason to believe that a licensed Commissioner fails at any time to meet the
license requirements under this Code or that the Commissioner has violated this
Code, the rules, a compact, procedures or the IGRA and regulations promulgated
thereunder or any other applicable law, the Tribal Council shall direct an
investigation to be conducted and may notice the Commissioner for a hearing before
the Tribal Council. Any action to remove a Commissioner from office for misfeasance,
malfeasance or nonfeasance in office shall be conducted in compliance with Sec. 2-
1.18.

Sec. 2-1.04. Restrictions on Commissioners.
No person shall serve on the Commission if such:

(a) Person's other employment or responsibilities conflict with, or could potentially
conflict with, the duties and responsibilities of a member of the Commission;

(b) Person is an employee of the gaming operation or the person's other


All gaming shall be conducted by persons duly licensed by the Commission. No
person licensed by the Commission shall engage in, conduct or condone any gaming
that is not conducted in accordance with such rules governing the conduct of games
as may be promulgated by the Commission under this Code.

Sec. 1-1.12. Applicability of Code.

Unless specifically indicated otherwise, all provisions of this Code shall apply to Class
1 Gaming, Class II Gaming and Class III Gaming.

Sec. 1-1.13. Interpretation.

This Code shall be deemed an exercise of the sovereign power of the Seminole Tribe
of Florida and all provisions of this Code shall be liberally construed for the
accomplishment of the statement of purpose.

Sec. 1-1.14. Cooperation with Law Enforcement.

Tribal officials may cooperate with law enforcement officials of the State of Florida,
the Bureau of Indian Affairs, the Federal Bureau of Investigation, and other law
enforcement agencies, to assure that fair, honest and efficient gaming activities are
conducted by the Tribe. As to Class III gaming, such law enforcement activities and
responsibilities shall be consistent and in accordance with the provisions of a
compact or procedures.

Sec. 1-1.15. Tribal-State Class III Gaming Compact and Secretarial
Procedures Authorization.

The Tribal Council is authorized to enter into a Tribal-State Class III Gaming
Compact regulating the conduct of Class III gaming activities as required by IGRA,
and to take any and all actions necessary to negotiate and execute such

compact. The Tribal Council is authorized to pursue Class III] gaming procedures with
the Secretary of the Interior to regulate the conduct of Class III gaming activities as
required by IGRA.

Sec. 1-1.16. Agreements Authorization.

The Tribal Council shall have the authority to enter into finance and/or construction
agreements to build, operate and maintain, including engineering, architectural and
environmental agreements preliminary thereto, Class II and/or Class III gaming
activities on its Reservations and other Indian lands or leases for the rental of
gaming equipment, provided that such agreements or leases are in conformity with
applicable Tribal, federal or state laws.

ARTICLE II. TRIBAL GAMING COMMISSION
Sec. 2-1.01. Establishment.

The Seminole Tribal Gaming Commission, having been previously established under
prior gaming ordinances, shall continue to consist of five enrolled Tribal members.
The Commission members currently serving in those positions shall, upon ratification
of this Code, continue in their capacity and shall then be subject to all terms,
conditions, duties and responsibilities promulgated hereunder. All five members of


ARTICLE IX. PROHIBITED ACTS
Sec. 9-1.01. Enumeration.

In addition to other civil and criminal acts that may be regulated or prohibited by this
Code, a compact, procedures, other Tribal law or applicable federal law, the following
shall constitute prohibited activities and unauthorized gaming under this Code and
may subject any perpetrator to Commission action including, but not limited to, the
imposition of civil penalties, referral to appropriate law enforcement authorities for
criminal proceedings, and license suspension or revocation:

(a) Altering or misrepresenting the outcome of gaming or other event on which
wagers have been made after the outcome of such gaming or event has been
determined but before such outcome is revealed to the players;

(b) Placing or increasing a bet or wager after acquiring knowledge of the outcome of
the gaming or event which is the subject of the bet or wager, including past-posting
and pressing bets;

(c) Aiding anyone in acquiring such knowledge referred to in subsection (b) of this
section for the purposes of increasing or decreasing any bet or wager, or for the
purpose of determining the course of play;

(d) Claiming, collecting or taking, or attempting to claim, collect or take, money or
anything of value in or from a game with intent to defraud or claiming, collecting or
taking an amount greater than the amount actually won in such game;

(e) Knowingly to entice or induce another to go to any place where gaming is
conducted or operated in violation of the provisions of this Code, with the intent that
the other person play or participate in such gaming;

(f) Reducing the amount wagered or canceling a wager after acquiring knowledge of
the outcome of the game or other event which is the subject of the bet or wager,
including pinching bets;

(g) Manipulating, with intent to cheat or defraud, any component or part of a game
in a manner contrary to the designed and normal operational purpose for such
component or part, with knowledge that such manipulation will affect the outcome of
the game, or with knowledge of any event that affects the outcome of the game;

(h) Defrauding the Tribe, any licensee or any participant in any gaming;

(i) Participating in any gaming not authorized under this Code and/or a compact or
procedures;

(j) Knowingly providing false information or making any false statement with respect
to an application for employment or for any license, certification or determination
provided for in this Code;

(k) Knowingly providing false or misleading information or making any false or

misleading statement to the Tribe, the Commission or the Executive Director in
connection with any contract for services or property related to gaming;

27


present evidence to the Commission and confront and cross-examine witnesses. The
decision of the Commission shall be final and not subject to judicial review.

ARTICLE VII. AUDITING AND INTERNAL CONTROL

Sec. 7-1.01. Scope.

(a) At a minimum or as requested by the Commission, the Executive Director of
Gaming-Compliance and Regulations on an annual or as needed basis should make
available to the Commission all internal audit findings relevant to the Tribe's internal
control standards.

(b) In addition, the Tribe shall cause to be conducted independent audits of its
gaming operations annually and the Executive Director of Gaming-Compliance and
Regulations shall submit on an annual basis the results of those audits to the
National Indian Gaming Commission. All gaming related contracts that result in
purchases of supplies, services or concessions for more than $25,000 in any year
(except contracts for professional legal or accounting services) shall be specifically
included within the scope of the audit.

ARTICLE VIII. EXCLUSION OR EJECTION OF INDIVIDUALS
Sec. 8-1.01. Prohibition against certain individuals.
It shall be a violation of this Code for any licensee to knowingly fail to exclude or
eject from the gaming area of a gaming establishment any individual who:
(a) Is visibly under the influence of liquor, a drug or other intoxicating substance;
(b) Is under the age of 18 years;
(c) Is displaying disorderly conduct;
(d) Is a person known to have committed a gaming related felony;
(e) Is known to have a reputation for cheating or manipulation of games; or
(f) Has been personally excluded, or is a member of any group or type of persons
which has been excluded, for cause from gaming establishments by a resolution of
the Commission.
Sec. 8-1.02. Right to exclude or remove.
If the Commission deems it in the best interest of the Tribe, the Commission may
exclude or remove any persons from the premises of any gaming operation. Any
person so excluded may be entitled to a hearing as provided for by Article VI. The
manager of any gaming operation shall also have the authority to exclude or remove

any person from the gaming establishment, and all such actions shall be recorded
contemporaneous with the incident for review by the Commission if requested.

26


(2) If not otherwise included, any other person whose total cash
compensation from employment in any gaming operation exceed $50,000.00
per year;

(3) If not otherwise included, the four most highly compensated persons in
any gaming operation; or

(4) Any other employee of any gaming operation that the Commission
designates by its rules as a key employee.

(t) License means any authorization granted by the Commission, pursuant to this
Code, to any person which is required for such person to perform certain acts or
engage in certain activities. The issuance of a license shall not create a property or
liberty interest in such license for the benefit of the licensee.

(u) Licensee means any person who has been issued a valid and current license
pursuant to the provisions of this Code.

(v) NIGC means the National Indian Gaming Commission.

(w) Operating expense means any expense incurred in the operation of gaming
which by operation of generally accepted accounting principles, consistently applied,
is so treated.

(x) Ordinance means this Code which is the Tribal Gaming Ordinance of the Seminole
Tribe of Florida, as amended from time to time, and any rules promulgated under
this Code.

(y) Patron means any person, who participates in gaming, or who is physically
present on premises wherein or whereon gaming is conducted.

(z) Person means any association, partnership, corporation, firm, trust or other form
of business association or entity, as well as a natural person.

(aa) Primary management officials means:

(1) The person(s) having management responsibility over all or any part of
any gaming operation;

(2) Any person who has authority:
(i) To hire and fire employees of a gaming operation; or
(ii) To establish working policy for a gaming operation;

(3) The chief financial officer or other person who has financial management
responsibility for any gaming operation;

(4) Any person who is considered a controlling shareholder; or

(5) Any person the Commission designates by Commission rules as a primary
management official.


(b) Each entity, including a supplier of gaming and non-gaming goods and services,
applying for a license must complete the following forms:

(1) Application for vendor registration by entity;
(2) Request to release information - entity.

(c) The Commission may request any additional forms or information from an
applicant as it deems necessary or appropriate.

(d) Pursuant to a compact or Secretarial procedures the Commission shall create an
individual file for each applicant which includes the applicant's personal history
record and all background information compiled by the Commission.

Sec. 4-1.05. Fingerprint cards required.

All applicants for a license are required to submit fingerprints. The Tribal Gaming
Commission is hereby identified as the enforcement agency to take fingerprints.
Pursuant to 25 C.F.R. § 522.2(h), the Commission shall forward an applicant's
fingerprints to the NIGC to be processed by the Federal Bureau of Investigation
National Criminal Information Center for a criminal history check. The Commission
may submit an applicant's fingerprints to any additional Tribal, local or state criminal
history check system or center as the Commission or the Executive Director deem
necessary or appropriate. Reports obtained from such fingerprint processing shall be
incorporated into the applicant's license file.

Sec. 4-1.06. Withdrawal of application.

An application may not be withdrawn without the permission of the Commission or
by a duly authorized person or agent of the Commission. An applicant may request
to withdraw an application by submitting to the Commission a written request for
withdrawal. The Commission retains the right, in its sole discretion, to grant or deny
a request for withdrawal.

Sec. 4-1.07. Continuing duty to provide information.

Applicants and licensees shall have a continuing duty to provide any materials,
assistance or other information required by the Commission, and to fully cooperate
in any investigation conducted by or on behalf of the Commission. If any information
provided on the application changes or becomes inaccurate in any way, the applicant
or licensee shall promptly notify the Commission or Executive Director of such
changes or inaccuracies.

Sec. 4-1.08. Term of license; license fees; parameters of license.

(a) Any gaming employee license issued by the Commission, except a provisional
license (see section 4-1.12 provisional license), shall be effective until revoked or
suspended by the Commission.

(b) In order for the Tribe to recover the costs of complying with federal, and state

regulatory processes applicable to Class II Gaming and Class III Gaming, annual
license fees shall be imposed:

17


management official for whom the Commission has provided an application and
investigative report to the National Indian Gaming Commission, the Commission
shall reconsider the application, taking into account the objections itemized by the
National Indian Gaming Commission. The Commission shall make the final decision
whether to issue a license to such applicant.

(h) If the Commission does not license an applicant—
(1) The Commission shall notify the National Indian Gaming Commission; and
(2) Shall forward copies of its eligibility determination and investigative report
(if any) to the National Indian Gaming Commission for inclusion in the Indian
Gaming Individuals Record System.
(i) For primary management officials or key employees, the Commission shall retain
applications for employment and reports (if any) of background investigations for
inspection by the Chairman of the National Indian Gaming Commission or his or her

designee for no less than three (3) years from the date of termination of
employment.

ARTICLE VI. ENFORCEMENT AND RULES OF PROCEDURE FOR HEARINGS
Sec. 6-1.01. Notice of Violation.
(a) The Commission may issue a notice of violation to any person or entity for a
violation of any provision of the Code, a compact or procedures, the IGRA or other
applicable tribal or federal law or implementing regulations.

(b) A notice of violation shall contain:

(1) A citation to the tribal or federal requirement that has been or
is being violated;

(2) A description of the circumstances surrounding the violation,
set forth in common and concise language;

(3) Measures required to correct the violation;

(4) A reasonable time for correction, if the respondent cannot take
measures to correct the violation immediately; and

(5) Notice of rights of appeal.

Sec. 6-1.02. Order of Temporary Closure.

(a) Simultaneously with or subsequent to the issuance of a notice of violation, the
Commission may issue an order of temporary closure of ail or part of a gaming
operation for substantial violations of tribal and/or federal law.

(b) The operator shall close the gaming operation upon service of an order of
temporary closure, unless the order provides otherwise.

23


RE: SEMINOLE TRIBAL GAMING CODE; AMENDMENT NUMBER THREE

RESOLUTION NO. C-195-06

PAGE 2

WHEREAS,

WHEREAS.

WHEREAS,

WHEREAS,

WHEREAS,

on June 19, 2006, at the regular meeting of the Tribal Council, the Tribal
Council of the Seminole Tribe of Florida approved Tribal Council Resolution
No. C-174-06 to once again amend the Seminole Tribal Gaming Code and
incorporate the changes requested by the National Indian Gaming
Commission; and

the National Indian Gaming Commission subsequently provided additional
comments and decided to request additional changes to the Seminole Tribal
Gaming Code after the Tribe’s submission of the second amendment; and

at the request of the National Indian Gaming Commission, the General
Counsel for the Seminole Tribe of Florida by his letter dated July 6, 2006,
withdrew from consideration the second amendment to Tribal Ordinance No.
ORD-01-06 in order to review and address certain changes to the Seminole
Tribal Gaming Code as requested by the National Indian Gaming
Commission; and

the additional changes presented by the National Indian Gaming Commission
have been reviewed by the General Counsel and the Director of Compliance
& Regulations-Gaming Department. It is their recommendation that these
additional changes be incorporated into the Seminole Tribal Gaming Code as
amendment number three. A copy of the revised Seminole Tribal Gaming
Code with those additional changes is attached hereto, marked Exhibit “A,”
and by this reference is incorporated herein; and

the Tribal Council of the Seminole Tribe of Florida having reviewed the
proposed amendment number three to the Seminole Tribal Gaming
Code and is otherwise fully advised.

NOW THEREFORE BE IT RESOLVED: that the Tribal Council of the Seminole Tribe of
Florida hereby approves amendment number three to the Seminole Tribal Gaming Code to
incorporate the additional changes requested by the National Indian Gaming Commission; and

BE IT FURTHER RESOLVED: that this revised Seminole Tribal Gaming Code be forwarded by
the General Counsel to the National Indian Gaming Commission for their final approval and that
Tribal Ordinance No. C-02-94 is hereby repealed and will have no further force or effect upon
the date of final approval by the National Indian Gaming Commission; and


a pending investigation being conducted by the Commission, or a hearing before the
Commission;

(d) A summary of any Commission travel and training;

(e) All other information which the Commission deems relevant in order to keep the
Council informed and current on all gaming regulatory matters.

Nothing in this section shall authorize or permit the Commission to provide the Tribal
Council with any information pertaining to a pending investigation being conducted
by the Commission or hearing before the Commission. All such information shall be
kept confidential. Any willful or careless breach of this provision shall present due
cause for removal of the person from office. Claims of such disclosure shall be
presented to the Commission within sixty (60) calendar days of the act complained
of, or within sixty (60) calendar days the disclosure becomes known, whichever is
later. The Tribe shall comply with any obligation in Secretarial Procedures to provide
such reports to the NIGC.

Sec. 2-1.13. Budget.

The Commission shall establish a budget for its operations, including personnel costs.
It shall acquire such furnishings, equipment, supplies, stationery, books and other
items as it deems necessary or desirable to carry out its functions, and incur such
other expenses, within the limit of funds available to it, as it deems necessary. Such
Commission budget shall be funded as an operating expense of the gaming
operations.

Sec, 2-1.14. Powers.

The Commission shall exercise all powers necessary to effectuate the purposes of
this Code and all other powers provided for in this Code. The Commission shall have
the power to promulgate rules pursuant to this Code, for the operation of games and
the control of internal fiscal affairs of gaming operations and the conduct of all
business properly brought before the Commission. In all decisions, the Commission
shall act to promote and ensure the integrity, security, honesty and fairness of the
operation and administration of all gaming. In accordance with this Code, the
Commission shall have the power and authority to deny any application for license;
to limit, cancel, revoke, terminate, condition, modify, suspend, or restrict any
license; to make findings of suitability; and to impose fines or sanctions upon any
licensee, subject to the hearing process set forth in Article VI of the Code. The
Commission shall be empowered to subpoena documents and witnesses, and conduct
depositions, for all license hearings, enforcement hearings, exclusion hearings and
appeals. The Commission shall conduct, or cause to be conducted, background
investigations on all applicants and licensees. The Commission shall hold
administrative licensing hearings under this Code. Within the limits of its budget, the
Commission shall employ and fix the salaries of, or contract for the services of, such
professional, technical and operational personnel and consultants as the execution of
the Commission's duties may require.

Sec. 2-1.15. Promulgation of gaming rules.
The Commission shall promulgate rules governing the conduct of all games

authorized by a compact or Secretarial procedures or IGRA, including rules governing

10


(a) The position of Executive Director of the Commission is hereby created. The
Commission shall appoint the Executive Director, and the Executive Director shall
serve at the will and pleasure of the Commission.

(b) No member of the Tribal Council, nor any person holding any elective office, is
eligible for the appointment of Executive Director.

(c) The Executive Director must have at least five years of responsible gaming
administration and compliance experience external to the Tribe.

(d) The Executive Director shall devote his or her entire time and attention to the
duties imposed under this article and the business of the Commission and shall not
pursue any other business or occupation or hold any other office of profit.

(e) The Executive Director shall not have a pecuniary interest in any businesses or
company holding a license under this Code or doing business with any person
licensed under this Code.

(f) The Executive Director is entitled to an annual salary in the amount specified by
the Tribal Council.

Sec. 3-1.02. Authority.

(a) The Executive Director shall furnish to the Commission such administrative and
clerical services and such furnishings, equipment, supplies, stationery, books and all
other things that the Commission may deem necessary or desirable in carrying out
its functions.

(b) The Executive Director shall employ division directors that possess at least two
years of training and experience in the fields of accounting, investigation, law
enforcement, law or gaming.

(c) The Executive Director in pursuit of the attainment of the objectives and the
purposes of this Code may:

(1) Direct and supervise all administrative actions of the Commission.

(2) Negotiate any and all agreements or contracts, including contracts for the
purchase of goods and services as are necessary. All contracts shall be
subject to review by the Tribe’s General Counsel.

(3) Employ the services of such person(s) as are considered necessary for the
purposes of consultation or investigation and fix the salaries of or contract for
the services of such legal, professional, technical and operational personnel
and consultants.

(4) Perform such other duties which he or she may deem necessary to
effectuate the purposes of this Code.

Sec. 3-1.03. Files and records to be maintained by; confidentiality of
information.

(a) The Executive Director shall maintain a file of all applications for licenses under

12


RE: SEMINOLE TRIBAL GAMING CODE; AMENDMENT NUMBER THREE

SEMINOLE TRIBE OF FLORIDA
HOLLYWOOD, FLORIDA

RESOLUTION NO. C-195-06

WHEREAS,

WHEREAS,

WHEREAS,

WHEREAS,

WHEREAS,

WHEREAS,

WHEREAS,

WHEREAS,

the Seminole Tribe of Florida is an organized Indian Tribe as defined in
Section 16 of the Act of June 18, 1934, as amended; and

the Tribal Council of the Seminole Tribe of Florida did enact on September
30, 1993, the Ordinance of the Seminole Tribe of Florida for Gaming on
Tribal Lands, Tribal Ordinance No. C-02-94; and

on December 14, 2005, at a Special Meeting of the Tribal Council, the Tribal
Council of the Seminole Tribe of Florida enacted Ordinance No. ORD-01-06
entitled the Seminole Tribal Gaming Code which reflects the current structure
of Tribal gaming operations and compliance with applicable, federal law
enacted since the approval of Tribal Ordinance No. C-02-94 as well as rules
regarding the regulation and licensing of Class I, II, and II] gaming in gaming
facilities of the Seminole Tribe of Florida; and

Tribal Ordinance No. ORD-01-06 was submitted to the National Indian
Gaming Commission for their approval; and

at the request of the National Indian Gaming Commission, the General
Counsel for the Seminole Tribe of Florida by his letter dated March 8, 2006,
withdrew from consideration Tribal Ordinance No. ORD-01-06 in order to
review and address certain changes to the Seminole Tribal Gaming Code as
requested by the National Indian Gaming Commission; and

on May 12, 2006, at the regular meeting of the Tribal Council, the Tribal
Council of the Seminole Tribe of Florida approved Tribal Council Resolution
No. C-153-06 to amend the Seminole Tribal Gaming Code and incorporate the
changes requested by the National Indian Gaming Commission; and

the National Indian Gaming Commission subsequently provided additional
comments and decided to request additional changes to the Seminole Tribal
Gaming Code after the Tribe’s submission of the first amendment; and

at the request of the National Indian Gaming Commission, the General
Counsel for the Seminole Tribe of Florida by his letter dated June 29, 2006,
withdrew from consideration the first amendment to Tribal Ordinance No.
ORD-01-06 in order to review and address certain changes to the Seminole
Tribal Gaming Code as requested by the National Indian Gaming
Commission; and


(b) All matters and occurrences contrary to this Code, rules or regulations
promulgated by the Commission which are not covered under a criminal code shall
be deemed to be a civil violation. The Commission is hereby authorized to establish a
civil violations list of penalties and fines which shall be imposed by the Commission
for all such civil violations with the violator afforded the rights to a hearing as
provided in Article VI herein.

Sec. 11-1.16. Effective date.

The Seminole Tribal Gaming Code shall become effective upon the date of its
approval by the Chairman of the NIGC pursuant to the IGRA.

tcostgc07-06-06

33


If, after the issuance of a gaming license, the Commission receives reliable
information from the NIGC that it has obtained information indicating that a key
employee or a primary management official is not eligible for employment under 25
C.F.R. § 558.2, the Commission shall suspend such license and shall notify in writing
the licensee of the suspension and the proposed revocation. The Commission shall
notify the licensee of a time and a place for a hearing on the proposed revocation of
a license. After a revocation hearing, the Commission shall decide to revoke or to
reinstate a gaming license. The Commission shall notify the National Indian Gaming
Commission of its decision.

ARTICLE V. BACKGROUND INVESTIGATIONS AND LICENSE DECISIONS

Sec. 5-1.01. Required background investigations.

Background investigations shall be conducted by the Commission, or other agent
retained by the Commission, under the supervision and direction of the Commission,
on all persons specified in section 4-1.01 of this Code.

Sec. 5-1.02. Standards for background investigations.

(a) All Class II and Class III gaming employees shall be required to obtain a license
as a gaming employee from the Commission established pursuant to this Ordinance,
and for that purpose, the Commission shall conduct background investigations of all
such employees and shall deny or revoke such licenses for any employee whose prior
activities, criminal records if any, and reputation, habits and associations pose a
threat to the public interest or to the effective regulation of gaming, or create or
enhance the dangers of unsuitable, unfair, or illegal practices and methods and
activities in the conduct of gaming.

(b) When a key employee or a primary management official begins work at a gaming
operation, the Commission shall:

(1) Forward to the National Indian Gaming Commission a completed
application for employment that contains the notices and information listed in

25 C.F.R §§ 556.2, 556.3 and 556.4; and

(2) Conduct a background investigation under 25 C.F.R. § 556 to determine
the eligibility of the key employee or primary management official for
continued employment in a gaming operation. Before issuing a license to a
key employee or a primary management official the Commission shall review
the applicant's prior activities, criminal records, if any, and reputation, habits
and associations to make an eligibility determination. In conducting a
background investigation of a key employee or primary management official,
the Commission shall:

(i) Verify the applicant’s identify through items such as a social
security card, drivers license, birth certificate, or passport;

(ii) Contact each personal and business reference provided in the
License Application, when possible;

21


cc:

Atty. Jim Shore, Tribal General Counsel

Moses Osceola, Tribal Councilman

Max Osceola, Tribal Councilman

David Cypress, Tribal Councilman

Andrew Bowers, Tribal Councilman

Ed Jenkins, Director, Seminole Gaming Commission

George Skibine, Office of Indian Gaming
Management, Dept. of Interior


Notwithstanding any provision in this Code or the rules, the Commission is subject to
and directed to comply with all applicable federal laws and regulations.

ARTICLE XI. GENERAL REQUIREMENTS
Sec. 11-1.01. Security and surveillance.

Each gaming establishment must provide for full security and surveillance within the
gaming establishment at all times. All security personnel in a gaming establishment
must be licensed by the Commission. The security and surveillance departments
shall interact when necessary to carry out their official duties and to coordinate their
activities in order to effectuate the best protection for the gaming patrons and the
Tribal and management interests and assets of the enterprise.

Sec. 11-1.02. Compliance with other applicable laws.

The construction, maintenance and operation of any gaming operation shall be ina
manner which protects the environment, public health and safety, and shall comply
with all applicable Tribal and federal laws relating to environmental protection and
public health and safety, including, but not limited to, 25 C.F.R. § 522.4(b)(7).
Sec. 11-1.03. Amendments.

All provisions of this Code are subject to amendment by the Tribal Council, which
must be reviewed and approved by the Chairman of the NIGC in accordance with
IGRA. All rules promulgated by the Commission are subject to proper revision,
repeal, or amendment by the Commission. All amendments to this Code shall be
effective upon review and approval by the NIGC.

Sec. 11-1.04. Severability.

If any provision of this Code, or any portion of any provision to this Code, is found to
be invalid by any court of competent jurisdiction, the full remainder of such
provisions shall not be affected.

Sec. 11-1.05. Words and terms.

Tense, number and gender. In interpreting the provisions of this Code, save when
otherwise plainly declared or clearly apparent from the context:

(a) Words in the present tense shall include the future tense;
(b) Words in masculine, feminine and neuter genders shall include all genders; and

(c) Words in the singular shall include the plural, and words in the plural shall include
the singular.

Sec. 11-1.06. Repeal.

To the extent that they are inconsistent with this Code, all prior gaming laws, rules,
ordinances or regulations of the Tribe are hereby repealed.

29


(c) Informal expedited review. Within one (1) calendar day after service of an order
of temporary closure, the respondent may request, orally or in writing, informal
expedited review by the Commission,

(1) The Commission shall complete the expedited review provided for by this
paragraph as soon as is practical and no later than one (1) calendar day after
receipt of a timely request.

(2) The Commission shall, as soon as is practicable and no later than one (1)
calendar day after the expedited review provided for by this paragraph,
decide whether to continue an order of temporary closure and provide the
respondent with an explanation of and the factual basis for that decision.

(3) Whether or not a respondent seeks informal expedited review under this
paragraph, within thirty (30) days after the Commission serves an order of
temporary closure, the respondent may appeal the order to the full
Commission under sec. 6-1.04. Otherwise, the order shall remain in effect
unless rescinded by the Commission for good cause.

Sec. 6-1.03 Civil Fine Assessments.

(a) The Commission shall review each notice of violation and order of temporary
closure to determine whether a civil fine will be assessed, the amount of the fine,
and, in the case of continuing violations, whether each daily illegal act or omission
will be deemed a separate violation for purposes of the total civil fine assessed.

(b) Within fifteen (15) calendar days after service of a notice of violation, or such
longer period as the Commission may grant for good cause, the respondent may
submit written information about the violation to the Commission. The Commission
shall consider any information so submitted in determining the facts surrounding the
violation and the amount of the civil fine.

(c) The Commission shall serve a copy of the proposed assessment on the
respondent within thirty (30) calendar days after the notice of violation was issued,
when practicable.

(d) The Commission may review and reassess any civil fine if necessary to consider
facts that were not reasonably available on the date of issuance of the proposed
assessment.

(e) If the respondent fails to request a hearing as provided in sec. 6-1.04, the
proposed civil fine assessment shall become a final order of the Commission. Civil
fines assessed under this part shall be paid by the person assessed and shall not be
treated as an operating expense of the gaming operation.

Sec. 6-1.04 Appeals Before the Commission.
(a) A respondent may request a hearing to contest a notice of violation, order of

temporary closure, civil fine assessment or order of exclusion by submitting a notice
of appeal to the Commission within thirty (30) calendar days after service of:

24


employment or responsibilities create an impression or appearance of impropriety in
the fulfillment of the duties and responsibilities of a member of the Commission; or

(c) Person is a:
(1) Member or officer of the Tribal Council; or
(2) Judge in any Tribal Court.

Sec. 2-1.05. No financial interest in gaming.

No Commissioner nor the Executive Director shall have any direct or indirect financial
interest in the gaming operations other than their share of per capita payments.
Further, a Commissioner may not provide services to a gaming operation or have an
interest in an entity (such as retail sales) that is subject to control or oversight by a
gaming operation. Finally, no member of the Commission or its staff may be directly
or indirectly employed by any of the Tribe's gaming operations.

Sec. 2-1.06. Compensation of Commissioners.

Commissioners shall be compensated at a rate set forth in a uniform schedule
established by the Tribal Council. Commissioners shall be reimbursed for actual
expenses incurred on Commission business, including necessary travel expenses.

Sec. 2-1.07. Meetings.

(a) Regular meetings. The Commission shall meet at least once a month at the
Commission's main office or at any other designated meeting place.

(b) Special meetings. Special meetings shall be convened by the Commission Chair
as necessary to carry out the official duties of the Commission. Notice of each special
meeting shall be given by the Commission Chair by telephone or mail to each
Commissioner. Notice shall be received at least 24 hours in advance of such meeting
and shall include the date, time and place of the proposed meeting.

(c) Emergency meetings. An emergency meeting may be called by the Chair of the
Commission with less than 24 hours’ notice; provided, however, that the Chair of the
Commission shall use best efforts to ensure that all Commissioners are notified of
such meeting, with as much prior notice as possible under the circumstances.

(d) Meetings open to the public. All meetings of the Commission may be open to the
public; provided, however, that the Commission may, in its discretion, close any
portion of any meeting to the public when discussing any information which the
Commission deems confidential pursuant to the provisions of this Code.

Sec. 2-1.08. Commission offices.

The Commission shall maintain a main business office and an administrative office in
each of the Tribe’s gaming facilities. The Commission's main business office shall be
the site at which the Commission’s records and documents are maintained and
stored on a permanent basis. All originals of official documents, such as Gaming
Commission minutes, resolutions and exhibits, are forwarded to the Seminole Tribe
of Florida’s Tribal Clerk for historical preservation. No individual except a duly


the equipment, (chips, cards, tiles, etc.), used in such games. The rules of each
authorized game offered at any duly licensed gaming establishment shall be posted
in a conspicuous location in such gaming establishment.

Sec. 2-1.16. Promulgation of auditing and internal control rules.

The Commission shall promulgate rules governing the control of internal fiscal affairs
of gaming operations as provided in Article VII of this Code.

Sec. 2-1.17. Appointment of Commission Officers.

The Commission shall be present in the gaming operations during all hours of
operation through Commission Officers, and shall have immediate access to all areas
of the gaming premises and operation for the purpose of ensuring compliance with
the provisions of this Code, a compact, procedures, and applicable Tribal, federal and
state laws. Any violation of this Code, a compact or Secretarial procedures or
applicable Tribal, federal and state laws by the Tribe, a gaming employee or any
other person shall be reported immediately to the Commission.

Sec. 2-1.18. Removal of Gaming Commissioners.

(a) A Commissioner may be removed from office prior to the end of the
Commissioner's term by the Tribal Council for misfeasance, malfeasance or
nonfeasance in office. Removal of a Commissioner shall require a determination by
four-fifths (4/5) of the Tribal Council that there is clear and convincing evidence that
the Commissioner has committed misfeasance, malfeasance or nonfeasance in office.

(b) A Commissioner accused of misfeasance, malfeasance or nonfeasance in office
shall be given written notice at least fourteen (14) calendar days before the Tribal
Council convenes to consider the proposed removal. The written notice, a copy of
which shall also be provided to the NIGC, shall set forth with specificity the
Commissioner's alleged misfeasance, malfeasance or nonfeasance in office. The
notice also shall inform the Commissioner of the date, time and location when the
Tribal Council will consider the proposed removal.

(c) The Commissioner accused of misfeasance, malfeasance or nonfeasance in office
shall be afforded the opportunity to present written and oral testimony and other
evidence to the Tribal Council before it renders a decision. The Tribal Council shall
make a final decision on removal within ten (10) calendar days from the date of the
proceeding. The Tribal Council’s decision shall be in writing and shall set forth
specific findings on each alleged act of misfeasance, malfeasance or nonfeasance in
office. A Commissioner shall not be removed unless the Tribal Council determines
that there is clear and convincing evidence that the Commissioner has committed
misfeasance, malfeasance or nonfeasance in office. The written decision, which is
final, shall be sent to the Commissioner and to the NIGC.

ARTICLE III. EXECUTIVE DIRECTOR

Sec. 3-1.01. Qualifications; salary.

11