1.01(A)
-
Excluded Subsidiary Agreements SCHEDULE
1.01(B)
-
Guarantors SCHEDULE 1.01(C)
-
Initial Mortgaged Real
Property SCHEDULE 1.01(D)
-
Designated Lenders SCHEDULE 1.01(E)
-
Native American Contracts SCHEDULE 1.01(F)
-
Disqualified Lenders
SCHEDULE 2.03(n)
-
Existing Letters of Credit
SCHEDULE 7.01
-
Jurisdictions of Local Counsel Opinions
SCHEDULE 8.03
-
Litigation SCHEDULE 8.07
-
ERISA SCHEDULE 8.08
-
Taxes
SCHEDULE 8.10
-
Environmental Matters SCHEDULE 8.12(a)
-
Subsidiaries SCHEDULE 8.12(b)
-
Immaterial Subsidiaries SCHEDULE 8.12(c)
-
Unrestricted Subsidiaries SCHEDULE 8.12(d)
-
Native American
Subsidiaries SCHEDULE 8.13(a)
-
Ownership SCHEDULE 8.15
-
Licenses and Permits SCHEDULE 8.19
-
Intellectual Property SCHEDULE 8.21
-
Regulation H SCHEDULE 8.23(a)
-
Real Property SCHEDULE 8.23(b)
-
Real Property Takings, Etc. SCHEDULE 8.25(a)
-
No Certificates
of Occupancy; Violations, Etc. SCHEDULE 8.25(b)
-
Encroachment,
Boundary, Location, Possession Disputes SCHEDULE 9.12
-
Designated
Unrestricted Subsidiaries SCHEDULE 9.15
-
Post-Closing Matters SCHEDULE
10.01
-
Existing Indebtedness SCHEDULE 10.02
-
Certain Existing
Liens SCHEDULE 10.04
-
Investments SCHEDULE 10.04(u)
-
Native
American Investments SCHEDULE 10.04(w)
-
Real Estate to be Invested by
Native American Subsidiaries SCHEDULE 10.07
-
Transactions with
Affiliates
EXHIBITS:
EXHIBIT A-1
-
Form of Revolving Note EXHIBIT A-2
-
Form of Term AA-5
Facility Note EXHIBIT A-3
-
Form of Term BB-1 Facility Note EXHIBIT A-4
-
Form of Swingline Note EXHIBIT B
-
Form of Notice of Borrowing
-v-
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EXHIBIT C
-
Form of Notice of Continuation/Conversion EXHIBIT D
-
Forms of U.S. Tax Compliance Certificate EXHIBIT E
-
Form of
Foreign Lender Certificate EXHIBIT F
-
Form of Pledge Agreement EXHIBIT
G
-
Form of Solvency Certificate EXHIBIT H
-
Form of Security
Agreement EXHIBIT I
-
Form of Mortgage EXHIBIT J
-
[Reserved]
EXHIBIT K
-
Form of Assignment and Assumption Agreement EXHIBIT L
-
Form of Letter of Credit Request EXHIBIT M
-
Form of Joinder
Agreement EXHIBIT N
-
Form of Perfection Certificate EXHIBIT O
-
Form of Auction Procedures EXHIBIT P
-
Form of Open Market Assignment
and Assumption Agreement EXHIBIT Q
-
Form of Term Loan Extension
Amendment EXHIBIT R
-
Form of Revolving Extension Amendment EXHIBIT S
-
Form of Pari Passu Intercreditor Agreement EXHIBIT T
-
Form of
Second Lien Intercreditor Agreement EXHIBIT U
-
Form of Custodian
Agreement EXHIBIT V
-
Form of Compliance Certificate
-vi-
--------------------------------------------------------------------------------
CREDIT AGREEMENT, dated as of June 8, 2016 (this "Agreement"), among STATION
CASINOS LLC, a Nevada limited liability company ("Borrower"); the SUBSIDIARY
GUARANTORS party hereto from time to time; the LENDERS from time to time party
hereto; the L/C LENDERS party hereto; DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH, as
swingline lender (in such capacity, together with its successors in such
capacity, "Swingline Lender"); DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH, as
administrative agent (in such capacity, together with its successors in such
capacity, "Administrative Agent"); and DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH,
as collateral agent (in such capacity, together with its successors in such
capacity, "Collateral Agent").
WHEREAS, Borrower has requested that the Lenders provide first lien revolving