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File #: 22-052    Version: 1 Name: N/A
Type: Resolution Status: Passed
File created: 6/16/2022 In control: TRIBAL COUNCIL
On agenda: 6/30/2022 Final action: 7/14/2022
Enactment date: 7/11/2022 Enactment #: R-029-22
Title: A RESOLUTION AUTHORIZING CERTAIN LENDING TRANSACTIONS INVOLVING CHEROKEE NATION BUSINESSES, L.L.C., A CHEROKEE NATION TRIBAL LIMITED LIABILITY COMPANY, AND AUTHORIZING A LIMITED WAIVER OF SOVEREIGN IMMUNITY
Sponsors: Mike Shambaugh, Victoria Vazquez, Dora Patzkowski, Johnny Kidwell , Keith Austin, Joe Deere, E. O. "JR." Smith, Danny Callison, Rex Jordan, Julia Coates, Candessa Tehee, Joshua Sam, Shawn Crittenden
Indexes: Cherokee Nation Businesses, Limited Liability Company, Waiver of Sovereign Immunity
Code sections: N/A - Not Applicable
Attachments: 1. R-29-22.PDF
Title
A RESOLUTION AUTHORIZING CERTAIN LENDING TRANSACTIONS INVOLVING CHEROKEE NATION BUSINESSES, L.L.C., A CHEROKEE NATION TRIBAL LIMITED LIABILITY COMPANY, AND AUTHORIZING A LIMITED WAIVER OF SOVEREIGN IMMUNITY
Body
WHEREAS, the Cherokee Nation since time immemorial has exercised the sovereign rights of self-government in behalf of the Cherokee people; and

WHEREAS, the Cherokee Nation is a federally recognized Indian Nation with an historic and continual government to government relationship with the United States of America; and

WHEREAS, Cherokee Nation Businesses, L.L.C. ("CNB") is a for-profit limited liability company organized under the laws of the Cherokee Nation, is wholly owned by the Cherokee Nation and enjoys sovereign immunity from suit under federal law; and

WHEREAS, Cherokee Nation Entertainment, L.L.C. ("CNE") is a for-profit limited liability company organized under the laws of the Cherokee Nation, is wholly-owned by CNB and enjoys sovereign immunity from suit under federal law; and

WHEREAS, in 2013, (i) CNB obtained a five-year credit facility from BOKF, NA dba Bank of Oklahoma ("BOK") in the original amount of $100,000,000 in accordance with the credit agreement relating thereto (the "Credit Agreement"), (ii) CNE and its subsidiaries guaranteed the loan, (iii) CNB, CNE, and CNE's subsidiaries pledged certain of their assets relating to gaming and entertainment operations, and (iv) the Cherokee Nation entered into a Non-Interference Agreement and provided limited waivers of sovereign immunity to allow BOK to enforce the transaction parties' obligations with respect to the credit facility and to enforce the Cherokee Nation's obligations with respect to the Non-Interference Agreement; and

WHEREAS, in 2017, (i) the parties increased the amount of credit available under the Credit Agreement from $100,000,000 to $150,000,000 and extended the maturity date, (ii) the guarantees, the asset pledges and the Non-Interference Agreement were ratified a...

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