SEC Filings
STATION CASINOS LLC filed this Form 8-K on 09/21/2017
Entire Document



This Fourth Amendment shall become effective on the date (the “Effective Date”) on which each of the following conditions is satisfied or waived:

SECTION 6.1 Execution of Counterparts. The Administrative Agent shall have received executed counterparts of this Fourth Amendment from each Station Party, the L/C Lenders, the Incremental Revolving Facility Lenders, the Incremental Term A-3 Facility Lenders and the Lenders who have consented hereto (constituting collectively the Required Tranche Lenders under the Existing Credit Agreement with respect to the Revolving Facility, the Term A Facility and the Term A-3 Facility).

SECTION 6.2 Consent to Amendments. At such time that this Fourth Amendment becomes effective, (i) all Term A Facility Loans are held by Term A Facility Lenders, (ii) all Term A-3 Facility Loans are held by Term A-3 Facility Lenders, (iii) all Revolving Loans and Revolving Commitments are held by Revolving Lenders and (iv) all L/C Commitments are held by L/C Lenders, in each case, who have consented to this Fourth Amendment with respect to their entire respective Term A Facility Loans, Term A-3 Facility Loans, Revolving Loans and Revolving Commitments and L/C Commitments, as applicable (after giving effect to Article II, Section 2.1(d) hereof).

SECTION 6.3 Corporate Documents. The Administrative Agent shall have received:

(a) certified true and complete copies of the Organizational Documents of each Station Party and of all corporate or other authority for each Station Party (including board of directors (or other applicable governing authority) resolutions and evidence of the incumbency, including specimen signatures, of officers) with respect to the execution, delivery and performance of this Fourth Amendment and the extensions of credit hereunder, certified as of the Effective Date as complete and correct copies thereof by the secretary or an assistant secretary of each such Station Party (provided that, in lieu of attaching such Organizational Documents and/or evidence of incumbency, such certificate may certify that (x) since the Closing Date (or such later date on which the applicable Station Party became party to the Credit Documents), there have been no changes to the Organizational Documents of such Station Party and (y) no changes have been made to the incumbency certificate of the officers of such Station Party delivered on the Closing Date (or such later date referred to above));

(b) a certificate as to the good standing of each Station Party as of a recent date, from the Secretary of State (or other applicable Governmental Authority) of its jurisdiction of incorporation; and

(c) a customary closing certificate of a Responsible Officer of the Borrower certifying to the foregoing.