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- S-4 Registration of securities issued in business combination transactions
- 3.1 Restated Certificate of Incorporation of Harrah's Operating Company, Inc.
- 3.2 Bylaws of Harrah's Operating Company, Inc., As Amended
- 3.3 Certificate of Incorporation of Harrah's Entertainment, Inc., As Amended
- 3.4 Bylaws of Harrah's Entertainment, Inc. As Amended
- 3.5 Articles of Incorporation of California Clearing Corporation
- 3.6 Bylaws of California Clearing Corporation
- 3.7 Certificate of Incorporation of Bally's Midwest Casino, Inc.
- 3.8 Bylaws of Bally's Midwest Casino, Inc.
- 3.9 Certificate of Incorporation of Bally's Operator, Inc.
- 3.10 Bylaws of Bally's Operator, Inc.
- 3.11 Certificate of Incorporation of Caesars Palace Corporation
- 3.12 Bylaws of Caesars Palace Corporation
- 3.13 Certificate of Incorporation of Harrah's International Holding Company, Inc.
- 3.14 Bylaws of Harrah's International Holding Company, Inc.
- 3.15 Certificate of Incorporation of Sheraton Tunica Corporation
- 3.16 Bylaws of Sheraton Tunica Corporation
- 3.17 Certificate of Formation of Ajp Holdings, LLC
- 3.18 Operating Agreement of Ajp Holdings, LLC
- 3.19 Certificate of Formation of Ajp Parent, LLC
- 3.20 Operating Agreement of Ajp Parent, LLC
- 3.21 Certificate of Formation of Biloxi Hammond, LLC
- 3.22 Operating Agreement of Biloxi Hammond, LLC
- 3.23 Certificate of Formation of Biloxi Village Walk Development, LLC
- 3.24 Operating Agreement of Biloxi Village Walk Development, LLC
- 3.25 Certificate of Formation of Chester Facility Holding Company, LLC
- 3.26 Operating Agreement of Chester Facility Holding Company, LLC
- 3.27 Certificate of Formation of Harrah's Chester Downs Investment Company, LLC
- 3.28 Amended and Restated Operating Agreement of Harrah's Chester Downs Investment Co
- 3.29 Certificate of Formation of Harrah's Maryland Heights LLC, As Amended
- 3.30 Amended and Restated LTD. Liability Co. Agm't of Harrah's Maryland Heights LLC
- 3.31 Certificate of Formation of Harrah's MH Project, LLC
- 3.32 Operating Agreement of Harrah's MH Project, LLC
- 3.33 Certificate of Formation of Harrah's Operating Company Memphis, LLC
- 3.34 Operating Agreement of Harrah's Operating Company Memphis, LLC
- 3.35 Certificate of Formation of Harrah's Shreveport/bossier City Holding Company
- 3.36 LTD. Liability Company Agm't of Harrah's Shreveport/bossier City Holding Company
- 3.37 Certificate of Formation of Harrah's Shreveport/bossier City Investment Company
- 3.38 Operating Agreement of Harrah's Shreveport/bossier City Investment Company, LLC
- 3.39 Certificate of Formation of Harrah's Sumner Investment Company, LLC
- 3.40 Operating Agreement of Harrah's Sumner Investment Company, LLC
- 3.41 Certificate of Formation of Harrah's Sumner Management Company, LLC
- 3.42 Operating Agreement of Harrah's Sumner Management Company, LLC
- 3.43 Certificate of Formation of Harrah's West Warwick Gaming Company, LLC
- 3.44 Certificate of Incorporation of Horseshoe Gaming Holding, LLC
- 3.45 Operating Agreement of Horseshoe Gaming Holding, LLC
- 3.46 Certificate of Formation of JCC Holding Company II, LLC
- 3.47 Operating Agreement of JCC Holding Company II, LLC
- 3.48 Certificate of Formation of Koval Holdings Company, LLC
- 3.49 Operating Agreement of Koval Holdings Company, LLC
- 3.50 Certificate of Formation of Reno Crossroads, LLC
- 3.51 Amended and Restated Operating Agreement of Reno Crossroads, LLC
- 3.52 Certificate of Formation of Village Walk Construction, LLC
- 3.53 Operating Agreement of Village Walk Construction, LLC
- 3.54 Certificate of Formation of Winnick Parent, LLC
- 3.55 Certificate of Formation of Winnick Holdings, LLC
- 3.56 Amended and Restated Operating Agreement of Winnick Holdings, LLC
- 3.57 Amended and Restated Certificate of Limited Partnership of Bally's Olympia
- 3.58 Limited Partnership Agreement of Bally's Olympia Limited Partnership
- 3.59 Amended and Restated Articles of Incorporation of Caesars World, Inc.
- 3.60 Amended and Restated Bylaws of Caesars World, Inc.
- 3.61 Articles of Incorporation of Southern Illinois Riverboat/casino Cruises, Inc.
- 3.62 Bylaws of Southern Illinois Riverboat/casino Cruises, Inc.
- 3.63 Articles of Incorporation of Casino Computer Programming, Inc.
- 3.64 Bylaws of Casino Computer Programming, Inc.
- 3.65 Articles of Incorporation of Roman Entertainment Corporation of Indiana
- 3.66 Bylaws of Roman Entertainment Corporation of Indiana
- 3.67 Certificate of Incorporation of Roman Holding Corporation of Indiana
- 3.68 Bylaws of Roman Holding Corporation of Indiana
- 3.69 Restated Articles of Organization of Caesars Riverboat Casino, LLC
- 3.70 Amended and Restated Operating Agreement of Caesar's Riverboat Casino, LLC
- 3.71 Articles of Incorporation of Horseshoe Hammond, LLC, As Amended
- 3.72 Operating Agreement of Horseshoe Hammond, LLC
- 3.73 Articles of Incorporation of Players Bluegrass Downs, Inc.
- 3.74 Bylaws of Players Bluegrass Downs, Inc.
- 3.75 Articles of Organization of Harrah's Bossier City Investment Company, LLC
- 3.76 Limited Liability Company Agreement of Harrah's Bossier City Investment Company
- 3.77 Articles of Organization of Horseshoe Shreveport, LLC
- 3.78 Second Amended and Restated Articles of Organization of Jazz Casino Company, LLC
- 3.79 Second Amended and Restated Operating Agreement of Jazz Casino Company, LLC
- 3.80 Articles of Organization of JCC Fulton Developement, LLC, As Amended
- 3.81 Second Amended and Restated Operating Agreement of JCC Fulton Development, LLC
- 3.82 Articles of Organization of Players Riverboat II, LLC
- 3.83 Limited Partnership Agreement of Horseshoe Entertainment
- 3.84 Articles of Incorporation of BL Development Corp.
- 3.85 Bylaws of BL Development Corp.
- 3.86 Articles of Incorporation of Gca Acquisition Subsidiary, Inc.
- 3.87 Bylaws of Gca Acquisition Subsidiary, Inc.
- 3.88 Second Amended and Restated Articles of Incorporation of Grand Casinos, Inc.
- 3.89 Amended and Restated Bylaws of Grand Casinos, Inc.
- 3.90 Second Amended and Restated Articles of Incorp. of Grand Media Buying, Inc.
- 3.91 Bylaws of Grand Media Buying, Inc.
- 3.92 Articles of Incorporation of Grand Casinos of Biloxi, LLC
- 3.93 Operating Agreement of Grand Casinos of Biloxi, LLC
- 3.94 Articles of Incorporation of Bally's Tunica, Inc.
- 3.95 Bylaws of Bally's Tunica, Inc.
- 3.96 Articles of Incorporation of East Beach Development Corporation
- 3.97 Bylaws of East Beach Development Corporation
- 3.98 Articles of Incorporation of Robinson Property Group Corp.
- 3.99 Bylaws of Robinson Property Group Corp.
- 3.100 Certificate of Formation of Grand Casinos of Mississippi, Llc-gulfport
- 3.101 LTD. Liability Co. Operating Agm't of Grand Casinos of Mississippi, Llc-gulfport
- 3.102 Articles of Organization of Harrah's North Kansas City I, LLC
- 3.103 Operating Agreement of Harrah's North Kansas City I, LLC
- 3.104 Articles of Incorporation of B I Gaming Corporation
- 3.105 Bylaws of B I Gaming Corporation
- 3.106 Articles of Incorporation of Benco, Inc., As Amended
- 3.107 Bylaws of Benco, Inc.
- 3.108 Articles of Incorporation of Caesars Entertainment Golf, Inc., As Amended
- 3.109 Bylaws of Caesars Entertainment Golf, Inc.
- 3.110 Articles of Inc. of Caesars Entertainment Akwesasne Consulting Corp., As Amended
- 3.111 Bylaws of Caesars Entertainment Akwesasne Consulting Corp.
- 3.112 Articles of Incorp. of Caesars Entertainment Canada Holding, Inc., As Amended
- 3.113 Bylaws of Caesars Entertainment Canada Holding, Inc.
- 3.114 Articles of Incorporation of Caesars Entertainment Finance Corp., As Amended
- 3.115 Bylaws of Caesars Entertainment Finance Corp.
- 3.116 Articles of Incorporation of Caesars Entertainment Retail, Inc.
- 3.117 Bylaws of Caesars Entertainment Retail, Inc.
- 3.118 Articles of Incorporation of Caesars Palace Realty Corp.
- 3.119 Bylaws of Caesars Palace Realty Corp.
- 3.120 Articles of Incorporation of Caesars Palace Sports Promotions, Inc.
- 3.121 Amended and Restated Bylaws of Caesars Palace Sports Promotions, Inc.
- 3.122 Articles of Incorporation of Caesars United Kingdom, Inc.
- 3.123 Bylaws of Caesars United Kingdom, Inc.
- 3.124 Articles of Incorporation of Caesars World Merchandising, Inc.
- 3.125 Bylaws of Caesars World Merchandising, Inc.
- 3.126 Articles of Incorporation of Cei-sullivan County Development Company
- 3.127 Bylaws of Cei-sullivan County Development Company
- 3.128 Articles of Incorporation of Consolidated Supplies, Services and Systems
- 3.129 Bylaws of Consolidated Supplies, Services and Systems
- 3.130 Articles of Incorporation of Desert Palace, Inc., As Amended
- 3.131 Bylaws of Desert Palace, Inc.
- 3.132 Articles of Incorporation of Dusty Corporation
- 3.133 Bylaws of Dusty Corporation
- 3.134 Articles of Incorporation of FHR Corporation
- 3.135 Bylaws of FHR Corporation
- 3.136 Articles of Incorporation of Flamingo-laughlin, Inc., As Amended
- 3.137 Bylaws of Flamingo-laughlin, Inc.
- 3.138 Articles of Incorporation of Harrah's Alabama Corporation
- 3.139 Amended and Restated Bylaws of Harrah's Alabama Corporation
- 3.140 Articles of Incorporation of Harrah's Arizona Corporation
- 3.141 Amended and Restated Bylaws of Harrah's Arizona Corporation
- 3.142 Articles of Incorporation of Harrah's Illinois Corporation
- 3.143 Amended and Restated Bylaws of Harrah's Illinois Corporation
- 3.144 Articles of Incorporation of Harrah's Imperial Palace Corp.
- 3.145 Bylaws of Harrah's Imperial Palace Corp.
- 3.146 Articles of Incorporation of Harrah's Interactive Investment Company
- 3.147 Amended and Restated Bylaws of Harrah's Interactive Investment Company
- 3.148 Articles of Incorporation of Harrah's Investments, Inc.
- 3.149 Amended and Restated Bylaws of Harrah's Investments, Inc.
- 3.150 Articles of Incorporation of Harrah's Kansas Casino Corporation
- 3.151 Amended and Restated Bylaws of Harrah's Kansas Casino Corporation
- 3.152 Articles of Incorporation of Harrah's Management Company, As Amended
- 3.153 Amended and Restated Bylaws of Harrah's Management Company
- 3.154 Articles of Incorporation of Harrah's Marketing Services Corporation
- 3.155 Bylaws of Harrah's Marketing Services Corporation
- 3.156 Certificate of Incorporation of Harrah's Maryland Heights Operating Company
- 3.157 Amended and Restated Bylaws of Harrah's Maryland Heights Operating Company
- 3.158 Articles of Incorporation of Harrah's New Orleans Mangement Company, As Amended
- 3.159 Amended and Restated Bylaws of Harrah's New Orleans Management Company
- 3.160 Articles of Incorporation of Harrah's Pittsburgh Management Company, As Amended
- 3.161 Amended and Restated Bylaws of Harrah's Pittsburgh Management Company
- 3.162 Articles of Incorporation of Harrah's Reno Holding Company, Inc., As Amended
- 3.163 Bylaws of Harrah's Reno Holding Company, Inc.
- 3.164 Articles of Incorporation of Harrah's Southwest Michigan Casino Corporation
- 3.165 Amended and Restated Bylaws of Harrah's Southwest Michigan Casino Corporation
- 3.166 Aricles of Incorporation of Harrah's Travel, Inc.
- 3.167 Bylaws of Harrah's Travel, Inc.
- 3.168 Articles of Incorporation of Harrah's Tunica Corporation, As Amended
- 3.169 Amended and Restated Bylaws of Harrah's Tunica Corporation
- 3.170 Articles of Incorporation of Harrah's Vicksburg Corporation, As Amended
- 3.171 Amended and Restated Bylaws of Harrah's Vicksburg Corporation
- 3.172 Articles of Incorporation of Harveys BR Management Company, Inc.
- 3.173 Bylaws of Harveys BR Management Company, Inc.
- 3.174 Articles of Incorporation of Harveys C.C. Management Company, Inc., As Amended
- 3.175 Revised Bylaws of Harveys C.C. Management Company, Inc.
- 3.176 Articles of Incorporation of Harveys Iowa Management Company, Inc.
- 3.177 Bylaws of Harveys Iowa Management Company, Inc.
- 3.178 Articles of Incorporation of HBR Realty Company, Inc.
- 3.179 Bylaws of HBR Realty Company, Inc.
- 3.180 Articles of Incorporation of HCR Services Company, Inc
- 3.181 Bylaws of HCR Services Company, Inc.
- 3.182 Articles of Incorporation of Hei Holding Company One, Inc.
- 3.183 Bylaws of Hei Holding Company One, Inc.
- 3.184 Articles of Incorporation of Hei Holding Company Two, Inc.
- 3.185 Bylaws of Hei Holding Company Two, Inc.
- 3.186 Articles of Incorporation of Las Vegas Resort Development, Inc., As Amended.
- 3.187 Bylaws of Las Vegas Resort Development, Inc.
- 3.188 Articles of Incorporation of LVH Corporation
- 3.189 Bylaws of LVH Corporation
- 3.190 Articles of Incorporation of Parball Corporation
- 3.191 Bylaws of Parball Corporation
- 3.192 Articles of Incorporation of Players Development, Inc.
- 3.193 Bylaws of Players Development, Inc.
- 3.194 Articles of Incorporation of Players Resources, Inc.
- 3.195 Bylaws of Players Resources, Inc.
- 3.196 Articles of Incorporation of Reno Projects, Inc.
- 3.197 Bylaws of Reno Projects, Inc.
- 3.198 Articles of Incorporation of Rio Development Company, Inc., As Amended
- 3.199 Bylaws of Rio Development Company, Inc., As Amended
- 3.200 Articles of Incorporation of Tele/info, Inc.
- 3.201 Bylaws of Tele/info, Inc.
- 3.202 Articles of Incorporation of Trigger Real Estate Corporation
- 3.203 Bylaws of Trigger Real Estate Corporation
- 3.204 Articles of Organization of 190 Flamingo, LLC
- 3.205 Operating Agreement of 190 Flamingo, LLC
- 3.206 Articles of Organization of Caesars India Sponsor Company, LLC
- 3.207 Operating Agreement of Caesars India Sponsor Company, LLC
- 3.208 Articles of Organization of Corner Investment Company, LLC, As Amended
- 3.209 Amended and Restated Operating Agreement of Corner Investment Company, LLC
- 3.210 Articles of Organization of DCH Exchange, LLC
- 3.211 Operating Agreement of DCH Exchange, LLC
- 3.214 Articles of Organization of Harrah's Bossier City Management Company, LLC
- 3.215 Operating Agreement of Harrah's Bossier City Management Company, LLC
- 3.216 Articles of Organization of Harrah's Chester Downs Management Company, LLC
- 3.217 Operating Agreement of Harrah's Chester Downs Management Company, LLC
- 3.218 Articles of Organization of Harrah's License Company, LLC
- 3.219 Operating Agreement of Harrah's License Company, LLC
- 3.220 Articles of Organization of Harrah's Shreveport Investment Company, LLC
- 3.221 Operating Agreement of Harrah's Shreveport Investment Company, LLC
- 3.222 Articles of Organization of Harrah's Shreveport Management Company, LLC
- 3.223 Operating Agreement of Harrah's Shreveport Management Company, LLC
- 3.224 Articles of Organization of H-bay, LLC
- 3.225 Articles of Organization of Hcal, LLC
- 3.226 Operating Agreement of Hcal, LLC
- 3.227 Articles of Organization of HHLV Management Company, LLC, As Amended
- 3.228 Operating Agreement of HHLV Management Company, LLC
- 3.229 Articles of Organization of Hole In the Wall, LLC
- 3.230 Amended and Restated Operating Agreement of Hole In the Wall, LLC
- 3.231 Articles of Organization of Horseshoe GP, LLC
- 3.232 Operating Agreement of Horseshoe GP, LLC
- 3.233 Articles of Organization of Koval Investment Company, LLC
- 3.234 Operating Agreement of Koval Investment Company, LLC
- 3.235 Articles of Organization of Las Vegas Golf Management, LLC, As Amended
- 3.236 Amended and Restated Operating Agreement of Las Vegas Golf Management, LLC
- 3.237 Articles of Organization of Nevada Marketing, LLC
- 3.238 Operating Agreement of Nevada Marketing, LLC
- 3.239 Articles of Organization of Players Holding, LLC
- 3.240 Articles of Organization of Players International, LLC
- 3.241 Articles of Organization of Players LC, LLC
- 3.242 Articles of Organization of Players Maryland Heights Nevada, LLC
- 3.243 Articles of Organization of Players Riverboat Management, LLC
- 3.244 Articles of Organization of Players Riverboat, LLC
- 3.245 Articles of Organization of Roman Empire Development, LLC
- 3.246 Articles of Organization of TRB Flamingo, LLC, As Amended
- 3.247 Amended and Restated Operating Agreement of TRB Flamingo, LLC
- 3.248 Certificate of Limited Partnership of New Gaming Capital Partnership, As Amended
- 3.249 Second Amended and Restated Limited Partnership Agreement of New Gaming Capital
- 3.250 Certificate of Incorporation of Bally's Park Place, Inc., As Amended
- 3.251 Amended and Restated Bylaws of Bally's Park Place, Inc.
- 3.252 Certificate of Incorporation of Boardwalk Regency Corporation, As Amended
- 3.253 Bylaws of Boardwalk Regency Corporation
- 3.254 Certificate of Incorporation of Caesars New Jersey, Inc., As Amended
- 3.255 Amended and Restated Bylaws of Caesars New Jersey, Inc.
- 3.256 Certificate of Incorporation of Caesars World Marketing Corporation
- 3.257 Bylaws of Caesars World Marketing Corporation
- 3.258 Certificate of Incorporation of Gnoc, Corp., As Amended
- 3.259 Bylaws of Gnoc, Corp.
- 3.260 Certificate of Incorporation of Martial Development Corp.
- 3.261 Bylaws of Martial Development Corp.
- 3.262 Certificate of Incorporation of Players Services, Inc.
- 3.263 Bylaws of Players Services, Inc.
- 3.264 Certificate of Formation of Atlantic City Country Club 1, LLC
- 3.265 Operating Agreement of Atlantic City Country Club 1, LLC
- 3.266 Articles of Organization of Harrah's NC Casino Company, LLC
- 3.267 Operating Agreement of Harrah's NC Casino Company, LLC
- 3.268 Articles of Incorporation of Harrah South Shore Corporation, As Amended
- 3.269 Amended and Restated Bylaws of Harrah South Shore Corporation
- 3.270 Certificate of Formation of Showboat Atlantic City Mezz 1, LLC
- 3.271 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 1, LLC
- 3.272 Certificate of Formation of Showboat Atlantic City Mezz 2, LLC
- 3.273 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 2, LLC
- 3.274 Certificate of Formation of Showboat Atlantic City Mezz 3, LLC
- 3.275 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 3, LLC
- 3.276 Certificate of Formation of Showboat Atlantic City Mezz 4, LLC
- 3.277 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 4, LLC
- 3.278 Certificate of Formation of Showboat Atlantic City Mezz 5, LLC
- 3.279 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 5, LLC
- 3.280 Certificate of Formation of Showboat Atlantic City Mezz 6, LLC
- 3.281 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 6, LLC
- 3.282 Certificate of Formation of Showboat Atlantic City Mezz 7, LLC
- 3.283 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 7, LLC
- 3.284 Certificate of Formation of Showboat Atlantic City Mezz 8, LLC
- 3.285 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 8, LLC
- 3.286 Certificate of Formation of Showboat Atlantic City Mezz 9, LLC
- 3.287 Amended and Restated Operating Agreement of Showboat Atlantic City Mezz 9, LLC
- 3.288 Certificate of Formation of Showboat Atlantic City Propco, LLC
- 3.289 Amended and Restated Operating Agreement of Showboat Atlantic City Propco, LLC
- 3.290 Certificate of Formation of Tahoe Garage Propco, LLC
- 3.291 Amended and Restated Operating Agreement of Tahoe Garage Propco, LLC
- 3.292 Articles of Incorporation of Harveys Tahoe Management Company, Inc.
- 3.293 Bylaws of Harveys Tahoe Management Company, Inc.
- 3.294 Articles of Incorporation of HTM Holding, Inc.
- 3.295 Bylaws of HTM Holding, Inc.
- 3.296 Articles of Incorporation of Showboat Holding, Inc.
- 3.297 Bylaws of Showboat Holding, Inc.
- 3.298 Articles of Organization of DCH Lender, LLC
- 3.299 Operating Agreement of DCH Lender, LLC
- 3.300 Articles of Organization of Durante Holdings, LLC
- 3.301 Amended and Restated Operating Agreement of Durante Holdings, LLC
- 3.302 Articles of Organization of Caesars Entertainment Development, LLC, As Amended
- 3.303 Amended and Restated Operating Agm't of Caesars Entertainment Development, LLC
- 3.304 Certificate of Incorporation of Ocean Showboat, Inc., As Amended
- 3.305 Amended and Restated Bylaws of Ocean Showboat, Inc.
- 3.306 Certificate of Formation of Showboat Atlantic City Operating Company, LLC
- 3.307 Limited Liability Company Agreement of Showboat Atlantic City Operating Co., LLC
- 12 Computation of Ratio of Earnings to Fixed Charges
- 21 Subsidiaries of Harrah's Entertainment, Inc.
- 23.1 Consent of Independent Registered Public Accounting Firm
- 25 Form T-1 Statement of Eligibility Under the Trust Indenture Act of 1939
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Brokers
- 99.4 Form of Letter to Clients
Exhibit 3.57
CERTIFICATE OF LIMITED PARTNERSHIP
OF VVG LIMITED PARTNERSHIP
The undersigned on the 25th day of January, 1994, desiring to form a limited partnership pursuant to the Delaware Revised Uniform Limited Partnership Act, does hereby certify as follows:
I. | The name of the limited partnership is VVG Limited Partnership. |
II. | The address of the limited partnership’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, County of New Castle. The name of the limited partnership’s registered agent for service of process in the State of Delaware of such address is the Corporation Trust Company. |
III. | The name and mailing address of the general partner is as follows: |
NAME | MAILING ADDRESS | |
Bally’s Casino Holdings, Inc. | Second Floor 8700 W. Bryn Mawr Avenue Chicago, Illinois 60631 |
IV. | The limited partnership shall commence upon the filing of this Certificate. |
IN WITNESS WHEREOF,the undersigned has executed this Certificate of Limited Partnership of VVG Limited Partnership on the date and year first above written.
BALLY’S CASINO HOLDINGS, INC. General Partner | ||
By: | /s/ Lee S. Hillman | |
Lee S. Hillman | ||
Executive Vice President of the General Partner |
AMENDMENT TO THE CERTIFICATE OF LIMITED PARTNERSHIP OF
VVG LIMITED PARTNERSHIP
The undersigned, desiring to amend the Certificate of Limited Partnership of VVG Limited Partnership, pursuant to the provisions of Section 17-202 of the Revised Uniform Limited Partnership Act of the State of Delaware, does hereby certify as follows:
FIRST: The name of the Limited Partnership is VVG Limited Partnership.
SECOND: Articles I. and III. of the certificate of Limited Partnership shall be amended as follows:
I. The name of the limited partnership is Bally’s Olympia Limited Partnership.
III. The name and mailing address of the general partner is as follows:
NAME | MAILING ADDRESS | |
Bally’s Operator, Inc. | 8700 W. Bryn Mawr Avenue Chicago, Illinois 60631 |
IN WITNESS WHEREOF, the undersigned executed this Amendment to the Certificate of Limited Partnership on this 6th day of February, 1995.
BALLY’S CASINO HOLDINGS, INC., General Partner | ||
By: | /s/ Carol S. DePaul | |
Carol S. DePaul | ||
Vice President of the General Partner |
AMENDED AND RESTATED CERTIFICATE OF
LIMITED PARTNERSHIP OF
BALLY’S OLYMPIA LIMITED PARTNERSHIP
This Amended and Restated Certificate of Limited Partnership of Bally’s Olympia Limited Partnership, a Delaware limited Partnership (the “Partnership”), is being executed as of March 24, 1995 for the purpose of amending and restating in its entirety, as hereinafter set forth, the Certificate of Limited Partnership of the Partnership (the “certificate”), which certificate was originally filed in the office of the secretary of State on January 25, 1994, under the prior name of the Partnership, being VVG Limited Partnership.
It is therefore, certified that the Certificate is hereby amended and restated in its entirety as follows:
1.Name. The name of the Partnership is Bally’s Olympia Limited Partnership.
2.Registered Office and Registered Agent. The registered office of the Partnership in the State of Delaware is located at Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of the registered agent of the Partnership for service of process at such address is The Corporation Trust Company.
3.Name and Business Address of General Partner. The name and business address of the General Partner of the Partnership are as follows:
Bally’s Operator, Inc.
8700 West Bryn Mawr Avenue
Chicago, Illinois 60631
4.Amended and Restated Certificate. This Amended and Restated Certificate has been duly executed and is being filed in accordance with the provisions of Section 17-210 of the Delaware Revised Uniform Limited Partnership Act.
IN WITNESS WHEREOF, the undersigned has duly executed this Certificate as of the day and year first above written.
GENERAL PARTNER | ||
Bally’s Operator, Inc. | ||
By | /s/ ILLEGIBLE | |
Title: Vice President |
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF LIMITED PARTNERSHIP
OF
BALLY’S OLYMPIA LIMITED PARTNERSHIP
It is hereby certified that:
FIRST: The name of the limited partnership (hereinafter called the “partnership”) is Bally’s Olympia Limited Partnership.
SECOND: Pursuant to provisions of Section 17-202, Title 6, Delaware Code, the Certificate of Limited Partnership is amended as follows:
“2. | The address of the registered office of the limited partnership in Delaware is 1013 Centre Road, Wilmington, Delaware 19805. The limited partnership’s registered agent at that address is Corporation Service Company.” |
The undersigned, a general partner of the partnership, executed this Certificate of Amendment on June 11, 1997.
/s/ Matthew J. Hart | ||
Bally’s Operator, Inc. General Partner | ||
BY: | Matthew J. Hart, Executive Vice President |
CERTIFICATE OF AMENDMENT
TO THE
CERTIFICATE OF LIMITED PARTNERSHIP
OF
BALLY’S OLYMPIA LIMITED PARTNERSHIP
The undersigned, desiring to amend the Certificate of Limited Partnership of Bally’s Olympia limited Partnership pursuant to the provisions of Section 17-202 of the Revised Uniform Limited Partnership act of the State of Delaware, does hereby certify as follows:
FIRST: The name of the Limited Partnership is Bally’s Olympia Limited Partnership.
SECOND: Article Second of the Certificate of Limited Partnership shall be amended as follows:
“SECOND: The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust Company.”
IN WITNESS WHEREOF, the undersigned executed this Amendment to the Certificate of Limited Partnership on the 17th day of September, 1999.
Bally’s Olympia Limited Partnership | ||
By: | /s/ Bernard E. DeLury | |
Bernard E. DeLury, Jr., Vice Pres. & Secretary of (Name of General Partner) | ||
Bally’s Operator, Inc. |
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF LIMITED PARTNERSHIP
OF
BALLY’S OLYMPIA LIMITED PARTNERSHIP
It is hereby certified that:
FIRST: The name of the limited partnership (hereinafter called the “partnership”) is BALLY’S OLYMPIA LIMITED PARTNERSHIP.
SECOND: Pursuant to the provisions of Section 17-202, Title6,Delaware Code, the amendment to the Certificate of Limited partnership effected by this Certificate of Amendment is to change the address of the registered office of the partnership in the Slate of Delaware to 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808, and to change the name of the registered agent of the partnership in the State of Delaware at the said address to Corporation Service Company.
The undersigned, a general partner of the partnership, executes this Certificate of Amendment on 1/28, 2002.
/s/ ILLEGIBLE | ||
Bally’s Operator, Inc., General Partner | ||
by: Bernard E. DeLury, Jr. Vice President and Secretary |