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Exhibit 10.2
GUARANTEE
9.000% Senior Secured Notes due 2012
Each entity listed on the signature page hereto (hereafter
referred to as a " Guarantor ," which term includes any
successors or assigns under the Indenture, dated as of December 20,
2004, among the Issuers (as defined below), the Guarantors (as
defined therein) and The Bank of New York Trust Company, N.A., as
trustee (the " Indenture "), as amended or supplemented by
any amendments or supplemental indentures thereto), has executed
either the Indenture or a supplemental indenture in substantially
the form attached as Exhibit E to the Indenture and has irrevocably
and unconditionally guaranteed on a senior secured basis the
Guarantee Obligations (as defined in Section 11.1 of the
Indenture), which include: (i) (A) the due and punctual payment in
full of the principal of and premium, if any, and Interest and
Liquidated Damages, if any, on the 9.000% Senior Secured Notes due
2012 (the " Notes ") of Virgin River Casino Corporation, a
Nevada corporation (" Virgin River "), RBG, LLC, a Nevada
limited-liability company (" RBG "), and B & B B, Inc.,
a Nevada corporation (" B&BB " and, collectively with
Virgin River and RBG, the " Issuers ," which term includes
any successors to any of such persons under the Indenture), whether
at maturity, by acceleration, call for redemption, upon a Change of
Control Offer, an Asset Sale Offer or otherwise, (B) the prompt
payment in full of all Interest on overdue principal of and
premium, if any, and (to the extent permitted by law) Interest on
any Interest, if any (and Liquidated Damages, if any), on the
Notes, and (C) the due and punctual payment when due and
performance of all other Obligations of the Issuers to the Holders
or the Trustee under the Notes, the Indenture, the Collateral
Agreements and the Registration Rights Agreement (including fees,
expenses or otherwise), all in accordance with the terms thereof;
and (ii) in case of any extension of time of payment or renewal of
any Notes or any of such other Obligations, the due and punctual
payment when due and performance of the same in accordance with the
terms of the extension or renewal, whether at stated maturity, by
acceleration, call for redemption, upon a Change of Control Offer,
an Asset Sale Offer or otherwise, provide
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