AMENDED AND RESTATED JOINT MARKETING AGREEMENT

A MENDED AND R ESTATED J OINT M ARKETING A GREEMENT

T HIS A MENDED AND R ESTATED J OINT M ARKETING A GREEMENT (this “Agreement”) is made as of this 26th day of April 2005, by and among Resorts International Hotel, Inc., a New Jersey corporation having a place of business at 1133 Boardwalk, Atlantic City, New Jersey 08401 (“RIH”), Colony Resorts LVH Acquisitions, LLC, a Nevada limited liability company having a place of business at The Las Vegas Hilton, 3000 Paradise Road, Las Vegas, Nevada 89109 (“LVH”) and Resorts International Holdings, LLC, a Delaware limited liability company (“RIH Resorts,” and together with the direct and indirect subsidiaries of RIH Resorts set forth on Schedule A hereto, “Resorts”), having places of business at Resorts East Chicago, 777 Harrah’s Boulevard, East Chicago, Indiana 46312, Resorts Tunica, 1100 Casino Strip Boulevard, Robinsonville, Mississippi 38664, The Atlantic City Hilton, Boston Avenue & The Boardwalk, Atlantic City, New Jersey 08401 and Bally’s Tunica, 1450 Bally’s Boulevard, Robinsonville, Mississippi 38664.

R ECITALS :

A. RIH owns and operates “Resorts Atlantic City,” a hotel and casino resort facility located in Atlantic City, New Jersey (“RIH Casino”).

B. LVH owns and operates “The Las Vegas Hilton” a hotel and casino resort facility located in Las Vegas, Nevada (“LVH Casino”).

C. Resorts owns and operates “Resorts East Chicago,” a hotel and casino resort facility located in East Chicago, Indiana (the “IN Casino”), “Resorts Tunica,” a hotel and casino resort facility located in Robinsonville, Mississippi (the “MS I Casino”), “The Atlantic City Hilton,” a hotel and casino resort facility located in Atlantic City, New Jersey (the “NJ Casino”) and “Bally’s Tunica,” a hotel and casino resort facility located in Robinsonville, Mississippi (the MS II Casino, and together with the IN Casino, the MS I Casino and the NJ Casino, the “Resorts Casinos”). The RIH Casino, the LVH Casino and the Resorts Casinos are referred to herein collectively as the “Casinos”.

D. By virtue of extensive marketing and promotion, and adhering to the highest standards of service, the name “R ESORTS I NTERNATIONAL ” and the related marks listed on Schedule B hereto (collectively, the “Resorts International Marks”) have become well-known to the public, and enjoy a superior reputation and widespread goodwill with respect to the quality of services and products bearing the Resorts International Marks.

E. RIH, LVH and Resorts each has substantial experience in the marketing and operation of hotel and casino resort facilities, and independently possesses unique and proprietary knowledge in the areas of marketing database systems management and premium player development.

F. RIH, LVH and Resorts each believes it to be in its best interests to promote its respective Casino(s) by undertaking certain joint advertising and marketing efforts in accordance with the terms and conditions set forth in this Agreement.

N OW , T HEREFORE , in consideration of the premises and mutual promises and representations contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1.1 Cooperative Covenant . The parties agree to cooperatively develop and implement such joint advertising and marketing programs for the Casinos as they may mutually agree upon. In connection with the efforts of the parties under this Agreement, each party shall utilize such personnel, resources, skills, know-how and information, as it considers necessary and consistent with its internal policies. It is understood by the parties that the nature of this cooperative effort is such that results cannot be guaranteed and that these efforts are being performed on a best efforts basis.

1.2 Joint Advertising and Marketing Efforts . Each of RIH, LVH and Resorts shall (a) use reasonable efforts to cross-advertise one another’s Casinos through its promotional materials and customer service representatives and (b) undertake and coordinate such additional promotional and marketing initiatives as the parties may agree from time to time. Each of the parties specifically agrees that the form, content and design of any and all advertisements and promotional materials featuring another party shall at all times during the Term (as defined below) be subject to such party’s final approval.

1.3 Participation in Promotions . Each of RIH, LVH and Resorts may, to the extent practicable, participate in promotional events sponsored by the others. Such participation shall be on a case-by-case basis.

1.4 Identification in Promotional Materials . Throughout the Term of this Agreement, each of the parties agrees to include prominent references to the RIH Casino, the LVH Casino and the Resorts Casinos, as the case may be, on all promotional and advertising material where such a reference would be appropriate.

1.5 Joint Review . Each of LVH, RIH and Resorts shall designate a person with authority to review and approve on behalf of such party all promotional materials using the Marks (as hereinafter defined) of such party. There shall be overall joint cooperation and review of all proposed promotional and marketing initiatives. Periodic conferences shall be held among RIH, LVH and Resorts personnel to review the progress of the advertising and marketing initiatives implemented pursuant to this Agreement and to discuss and review in advance any new advertising and marketing strategies. The parties shall make a good faith effort to agree on any necessary changes to the advertising and marketing strategies developed under this

Agreement, but final approval of any program or use of the Marks of a party shall be in such party’s sole discretion.

1.6 Mutual Covenant as to Advertisement . Each of RIH, LVH and Resorts agrees that its marketing and advertising efforts shall at all times comply with all applicable laws, rules and regulations and will not contain any material which is obscene, threatening, fraudulent, harassing, libelous, infringing of third party intellectual property rights, or otherwise illegal or offensive.

1.7. LVH Hilton Agreement . RIH and Resorts acknowledge that LVH is subject to certain limitations and is required to comply with certain procedures in connection with advertising and marketing under the License Agreement dated as of June 18, 2004 between LVH and Hilton Inns, Inc. (the “LVH Hilton License”). RIH and Resorts agree that any advertising and/or marketing of the LVH Casino is subject in all respects to the terms of the LVH Hilton License, and that in connection with any advertising and/or marketing of the LVH Casino by any means, including, without limitation, the use of websites, RIH and Resorts shall comply with all applicable terms, conditions and limitations set forth in the LVH Hilton License.

1.8. AC Hilton Agreement . RIH and LVH acknowledge that Resorts is subject to certain limitations and is required to comply with certain procedures in connection with advertising and marketing under the License Agreement dated as of April      , 2005 between RIH Acquisitions NJ, LLC and Hilton Inns, Inc. (the “AC Hilton License”). RIH and LVH agree that any advertising and/or marketing of the NJ Casino is subject in all respects to the terms of the AC Hilton License, and that in connection with any advertising and/or marketing of the NJ Casino by any means, including, without limitation, the use of websites, RIH and LVH shall comply with all applicable terms, conditions and limitations set forth in the AC Hilton License.

1.9 Bally’s Tunica Agreement . RIH and LVH acknowledge that Resorts is subject to certain limitations and is required to comply with certain procedures in connection with advertising and marketing under the License Agreement dated as of March 2, 2005 between Caesars Entertainment, Inc. and RIH Acquisitions MS II, LLC (the “Bally’s License”). RIH and LVH agree that any advertising and/or marketing of the MS II Casino is subject in all respects to the terms of the Bally’s License, and that in connection with any advertising and/or marketing of the MS II Casino by any means, including, without limitation, the use of websites, RIH and LVH shall comply with all applicable terms, conditions and limitations set forth in the Bally’s License.

2.1 Term . The term of this Agreement shall commence on the date hereof and shall continue for a period of ten (10) years (the “Initial Term”) and, at the end of the Initial Term and each year thereafter, shall automatically renew for an additional one (1) year (Initial Term together with any renewal, the “Term”) unless the Initial Term or Term are sooner terminated as provided for herein.

2.2 Termination . This Agreement may be terminated with respect to any party:

a. Upon six (6) months’ prior written notice to the other parties; or

b. Upon the mutual written consent of all parties.

2.3 Automatic Termination . This Agreement shall automatically terminate with respect to any party or, in the case of subclause (f) below, with respect to LVH only, upon the occurrence of any of the following events:

a. The breach by such party of any of its obligations hereunder provided that the other parties have given written notice of the alleged breach and such breach is continuing after thirty (30) days from the date of said notice;

b. The loss by such party of any license required to operate any Casino;

c. Any material part of such party’s rights under this Agreement shall be declared invalid or unenforceable;

d. Such party ceases to function as a going concern, becomes insolvent, makes an assignment for the benefit of creditors, files a petition or has a petition filed against it under any bankruptcy, insolvency, reorganization or similar law in any country, commits an act of bankruptcy or similar law or takes any action to effect any of the foregoing; or

e. The acquisition of such party by a third party, whether by way of merger, consolidation, asset sale or stock sale.

f. In the event Archon Financial, L.P. exercises any of it remedies pursuant to the Loan Agreement dated as of June 18, 2004 between LVH, as Borrower, and Archon Financial, L.P., as Lender, including foreclosure on the LVH Casino or the tender by LVH of a deed in lieu of foreclosure.

3.1 Trademark Licensing .

a. License Grant to RIH and Resorts. LVH hereby grants to RIH and Resorts a non-exclusive, limited, worldwide, non-assignable and royalty-free license throughout the Term of this Agreement (i) to display the LVH Trademarks (as defined below) on RIH’s and Resorts’ Internet web sites and RIH’s and Resorts’ promotional materials in order to promote the LVH Casino and (ii) to otherwise carry out RIH’s and Resorts’ obligations under this Agreement. RIH and Resorts hereby agree not to use the LVH Trademarks or any confusingly similar marks in connection with any goods or services other than those relating to the LVH Casino. For purposes of this Agreement, the “LVH Trademarks” shall mean those trademarks, service marks,

names, logos and designations identified in Schedule C attached hereto, together with such other marks that may be adopted by LVH after the date hereof and included within the scope of this Agreement by notice from LVH to RIH and Resorts.

b. License Grant to LVH and Resorts. RIH hereby grants to LVH and Resorts a non-exclusive, limited, worldwide, non-assignable and royalty-free license throughout the Term of this Agreement (i) to display the RIH Trademarks (as defined below) on LVH’s and Resorts’ Internet web sites and LVH’s and Resorts’ promotional materials in order to promote the RIH Casino and (ii) to otherwise carry out LVH’s and Resorts’ obligations under this Agreement. LVH and Resorts hereby agree not to use the RIH Trademarks or any confusingly similar marks in connection with any goods or services other than those relating to the RIH Casino other than as expressly provided herein. For purposes of this Agreement, the “RIH Trademarks” shall mean those trademarks, service marks, names, logos and designations identified in Schedule D attached hereto, together with such other marks that may be adopted by RIH after the date hereof and included within the scope of this Agreement by notice from RIH to LVH and Resorts. In addition, RIH hereby grants to LVH and Resorts a non-exclusive, worldwide, non-assignable and royalty-free license throughout the Term of this Agreement to use the Resorts International Marks in connection with the operation, advertising and promotion of the LVH Casino and the Resorts Casinos, and the right to sublicense the Resorts International Marks to Hilton Inns, Inc. pursuant to the LVH Hilton License.

c. License Grant to RIH and LVH. Resorts hereby grants to RIH and LVH a non-exclusive, limited, worldwide, non-assignable and royalty-free license throughout the Term of this Agreement (i) to display the Resorts Trademarks (as defined below) on RIH’s and LVH’s Internet web sites and RIH’s and LVH’s promotional materials in order to promote the Resorts Casinos and (ii) to otherwise carry out RIH’s and LVH’s obligations under this Agreement. RIH and LVH hereby agree not to use the Resorts Trademarks or any confusingly similar marks in connection with any goods or services other than those relating to the Resorts Casinos. For purposes of this Agreement, the “Resorts Trademarks” shall mean those trademarks, service marks, names, logos and designations identified in Schedule E attached hereto, together with such other marks that may be adopted by Resorts after the date hereof and included within the scope of this Agreement by notice from Resorts to RIH and LVH (the Resorts Trademarks, the LVH Trademarks, the RIH Trademarks and the Resorts International Marks shall be collectively referred to as the “Marks”).

3.2 Title to Marks . Each party acknowledges that nothing contained in this Agreement transfers to the other parties any right, title or proprietary interest (including without limitation any intellectual property rights), in any part of the marketing or promotional efforts which are the subject matter hereof, or any proprietary information including, without limitation, the Marks, trade secrets, know-how, inventions, patents (including applications, extensions, continuations, renewals and re-issues thereof), copyrights and designs. Except as provided herein, no licenses of any party’s Marks are granted or implied under this Agreement.

3.3 Goodwill Associated with Marks . The parties agree that protection of the goodwill associated with their respective Marks and the protection of consumers against trademark confusion are of paramount importance to each of them. Accordingly, the parties covenant not to do anything that would damage the goodwill presently associated with the LVH Trademarks, the RIH Trademarks, the Resorts International Marks or the Resorts Trademarks, as the case may be, and to always cooperate with each other to prevent consumers from being confused as to the source or origin of the goods and services produced and marketed by each of them under their respective Marks.

3.4 Use of Resorts International Marks and RIH Trademarks . RIH shall have the right to exercise quality control over the Resorts International Marks and the RIH Trademarks to the extent necessary to maintain the validity of the Resorts International Marks and the RIH Trademarks and to protect the goodwill associated therewith. In using the Resorts International Marks and the RIH Trademarks, LVH and Resorts shall adhere to a level of quality consistent with the standards of quality established for the Resorts Internation