# TRIBAL-STATE GAMING COMPACT (2020) > Briefs, arguments, decisions, and more. URL: https://www.frixlaw.com/law-library/documents/tribal%3Ashingle_springs%3Aae07820d9cac9869 ## Record - **Collection:** Tribal code - **Document type:** Tribal code ## Text TRIBAL-STATE GAMING COMPACT BETWEEN THE STATE OF CALIFORNIA AND THE SHINGLE SPRINGS BAND OF MIWOK INDIANS TABLE OF CONTENTS PREAMBLE 1 Sec. 1.0. Purposes and Objectives. 3 Sec. 2.0. Definitions. 4 Sec. 3.0. Scope of Class III Gaming Authorized. 9 Sec. 4.0. Authorized Number of Gaming Devices, Location of Gaming Facilities, Cost Reimbursement, and Mitigation. 10 Sec. 4.1. Authorized Number of Gaming Devices. 10 Sec. 4.2. Authorized Gaming Facilities. 10 Sec. 4.3. Special Distribution Fund. 10 Sec. 4.3.1. Use of Special Distribution Funds. 12 Sec. 4.4. Cost Reimbursement and Mitigation to Local Governments. 13 Sec. 4.5. Quarterly Payments and Quarterly Contribution Report. 13 Sec. 4.6. Exclusivity. 16 Sec. 4.7. Revenue Contributions. 17 Sec. 4.8. Revenue Sharing Obligations Owed Under the 2012 Amended Compact. 18 Sec. 5.0. Revenue Sharing With Non-Gaming and Limited-Gaming Tribes. 18 Sec. 5.1. Definitions. 18 Sec. 5.2. Payments to the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund. 21 i Sec. 5.3. Provision for Credits Related to Payments Due Under Section 5.2. 23 Sec. 6.0. Licensing. 27 Sec. 6.1. Gaming Ordinance and Regulations. 27 Sec. 6.2. Tribal Ownership, Management, and Control of Gaming Operation. 28 Sec. 6.3. Prohibitions Regarding Minors. 28 Sec. 6.4. Licensing Requirements and Procedures. 28 Sec. 6.4.1. Summary of Licensing Principles. 28 Sec. 6.4.2. Gaming Facility. 29 Sec. 6.4.3. Gaming Employees. 33 Sec. 6.4.4. Gaming Resource Suppliers. 35 Sec. 6.4.5. Financial Sources. 38 Sec. 6.4.6. Processing Tribal Gaming License Applications. 43 Sec. 6.4.7. Suitability Standard Regarding Gaming Licenses. 46 Sec. 6.4.8. Background Investigations of Applicants. 46 Sec. 6.4.9. Temporary Licensing of Gaming Employees. 49 Sec. 6.5.0. Tribal Gaming License Issuance. 49 Sec. 6.5.1. Denial, Suspension, or Revocation of Licenses. 50 Sec. 6.5.2. Renewal of Licenses; Extensions; Further Investigation. 50 ii Sec. 6.5.3. Identification Cards. 51 Sec. 6.5.4. Fees for Tribal Gaming License. 52 Sec. 6.5.5. Suspension of Tribal Gaming License. 52 Sec. 6.5.6. State Determination of Suitability Process. 52 Sec. 6.6. Submission of New Application. 55 Sec. 7.0. Approval and Testing of Gaming Devices. 55 Sec. 7.1. Gaming Device Approval. 55 Sec. 7.2. Gaming Test Laboratory Selection. 56 Sec. 7.3. Maintenance of Records of Testing Compliance. 57 Sec. 7.4. State Gaming Agency Inspections. 58 Sec. 7.5. Technical Standards. 59 Sec. 7.6. Transportation of Gaming Devices. 59 Sec. 8.0. Inspections. 60 Sec. 8.1. Investigation and Sanctions. 60 Sec. 8.2. Assistance by State Gaming Agency. 61 Sec. 8.3. Access to Premises by State Gaming Agency; Notification; Inspections. 61 Sec. 8.4. Inspection, Copying and Confidentiality of Documents. 62 Sec. 8.5. Cooperation with Tribal Gaming Agency. 64 Sec. 8.6. Compact Compliance Review. 65 iii Sec. 8.7. Waiver of Materials. 65 Sec. 9.0. Rules and Regulations for the Operation and Management of the Gaming Operation and Facility. 65 Sec. 9.1. Adoption of Regulations for Operation and Management; Minimum Standards. 65 Sec. 9.1.1. Minimum Internal Control Standards (MICS). 68 Sec. 9.2. Program to Mitigate Problem Gambling. 71 Sec. 9.3. Enforcement of Regulations. 72 Sec. 9.4. State Civil and Criminal Jurisdiction. 72 Sec. 9.5. Tribal Gaming Agency Members. 72 Sec. 9.6. Uniform Tribal Gaming Regulations. 73 Sec. 10.0. Patron Disputes. 74 Sec. 11.0. Off-Reservation Environmental and Economic Impacts. 77 Sec. 11.1. Tribal Environmental Impact Report. 77 Sec. 11.2. Notice of Preparation of Draft TEIR. 79 Sec. 11.3. Notice of Completion of Draft TEIR. 80 Sec. 11.4. Issuance of Final TEIR. 81 Sec. 11.5. Cost Reimbursement to County. 82 Sec. 11.6. Failure to Prepare Adequate TEIR. 82 Sec. 11.7. Intergovernmental Agreement. 82 Sec. 11.8. Arbitration. 84 iv Sec. 12.0. Public and Workplace Health, Safety, and Liability. 86 Sec. 12.1. General Requirements. 86 Sec. 12.2. Tobacco Smoke. 86 Sec. 12.3. Health and Safety Standards. 86 Sec. 12.4. Tribal Gaming Facility Standards Ordinance. 94 Sec. 12.5. Insurance Coverage and Claims. 95 Sec. 12.6. Participation in State Statutory Programs Related to Employment. 99 Sec. 12.7. Emergency Services Accessibility. 101 Sec. 12.8. Alcoholic Beverage Service. 101 Sec. 12.9. Possession of Firearms. 101 Sec. 12.10. Labor Relations. 101 Sec. 13.0. Dispute Resolution Provisions. 102 Sec. 13.1. Voluntary Resolution; Court Resolution. 102 Sec. 13.2. Arbitration Rules for the Tribe and the State. 103 Sec. 13.3. No Waiver or Preclusion of Other Means of Dispute Resolution. 104 Sec. 13.4. Limited Waiver of Sovereign Immunity. 104 Sec. 13.5. Judicial Remedies for Material Breach. 105 Sec. 14.0. Effective Date and Term of Compact. 106 v Sec. 14.1. Effective Date. 106 Sec. 14.2. Term of Compact; Termination. 106 Sec. 15.0. Amendments; Renegotiations. 106 Sec. 15.1. Amendment by Agreement. 106 Sec. 15.2. Negotiations for a New Compact. 107 Sec. 15.3. Changes in the Law. 107 Sec. 15.4. Requests to Amend or to Negotiate a New Compact. 107 Sec. 15.5. Entitlement to Renegotiate Compact Based on Changed Market Conditions. 108 Sec. 15.6. Entitlement to Renegotiate Compact Based on State Authorization of New Forms of Class III Gaming. 108 Sec. 15.7. Continued Effect of Intergovernmental Agreements. 108 Sec. 16.0. Notices. 108 Sec. 17.0. Changes to IGRA. 109 Sec. 18.0. Miscellaneous. 109 Sec. 18.1. Third Party Beneficiaries. 109 Sec. 18.2. Complete Agreement. 109 Sec. 18.3. Construction. 109 Sec. 18.4. Successor Provisions. 109 Sec. 18.5. Ordinances and Regulations. 110 Sec. 18.6. Calculation of Time. 110 vi Sec. 18.7. Force Majeure. 110 Sec. 18.8. Not a Model Compact. 111 Sec. 18.9. Representations. 111 APPENDICES A. Legal Description and Map of the Shingle Springs Band of Miwok Indians’ Gaming Eligible Land A-1 B. Off-Reservation Environmental Impact Analysis Checklist B-1 C. Tribal Labor Relations Ordinance C-1 D. Off-Track Satellite Wagering D-1 vii TRIBAL-STATE COMPACT BETWEEN THE STATE OF CALIFORNIA AND THE SHINGLE SPRINGS BAND OF MIWOK INDIANS The Shingle Springs Band of Miwok Indians (Tribe), a federally recognized Indian tribe listed in the Federal Register, and the State of California (State) enter into this tribal-state class III gaming compact (Compact) pursuant to the Indian Gaming Regulatory Act of 1988 (IGRA). PREAMBLE WHEREAS, the Tribe is a sovereign tribal government recognized by the United States, and consisting of people whose forebears were settled long ago on a federally-owned parcel in the County of El Dorado, California, and that came to be known as Shingle Springs Rancheria (Verona Tract); and WHEREAS, federal agents acquired the 160-acre Shingle Springs Rancheria in 1920, to provide a much needed home base for the Tribe, then comprised of homeless Indians emanating from El Dorado, Sutter and Sacramento counties, and generally known as the “Sacramento-Verona Band of Homeless Indians”; and WHEREAS, originally comprised of 34 persons, the Tribe thereafter came to be federally recognized as the “Shingle Springs Band of Miwok Indians,” and today counts over 460 among its citizenry, with a government that operates a gaming facility, a gas station, and a health clinic that serves both the tribal and non-tribal community; and WHEREAS, the Tribe first pursued the promise of economic development through gaming in 1999, by negotiating and entering a gaming compact with the State as required by IGRA, specifically, the “Tribal-State Compact between the State of California and the Shingle Springs Band of Miwok Indians, Shingle Springs Rancheria,” which was executed by the State on October 8, 1999 and executed by the Tribe on September 23, 1999 (1999 Compact); and WHEREAS, after entering the 1999 Compact, the Tribe spent several years and significant resources developing a Gaming Facility that would generate the revenue stream needed to strengthen the Tribe’s government, and provide for the health, housing, education, employment, and general welfare of its citizens; and WHEREAS, the Tribe faced considerable challenges establishing the Gaming Facility given the reservation’s limited access to a public access road, which, in 1 addition to obtaining pre-development entitlements and subsequent litigation related to the pre-development entitlements, resulted in substantial delays and project costs; and WHEREAS, in or around December 2008, nearly a decade after entering its 1999 Compact with the State, the Tribe finished construction of a Gaming Facility and the extensive public infrastructure needed to provide the general public access to and from Shingle Springs Rancheria and thereby enable the Tribe to operate the Gaming Facility on its reservation; and WHEREAS, in 2008, the State and the Tribe entered into the Amendment to the Tribal-State Compact Between the State and the Tribe (2008 Amendment), which, among other things, significantly increased the revenue payments to the State, while also increasing the number of Gaming Devices the Tribe could operate; and WHEREAS, since the time that the State and the Tribe entered into the 2008 Amendment, circumstances in the economy and market competition have changed, which have caused and will continue to cause a substantial reduction in revenues generated at the Gaming Facility in comparison to those that were anticipated; and WHEREAS, since the Tribe’s and State’s entry into the 2008 Amendment, circumstances in the economy and market competition worsened, substantially reducing revenues generated at the Gaming Facility, far below what had been previously projected; and WHEREAS, in order for the Tribe to improve its fiscal condition, while meeting its short and long-term financial obligations, the State and the Tribe agreed in 2012 to re-structure the Tribe’s payment obligations to the State, thereby enabling the Tribe to also restructure its financial arrangements with local governments and its primary creditors and entered into the Amended and Restated Tribal-State Compact Between the State of California and the Shingle Springs Band of Miwok Indians (2012 Amended Compact); and WHEREAS, the State and the Tribe recognize that the exclusive rights that the Tribe will enjoy under this Compact create a unique opportunity for the Tribe to operate a Gaming Facility in an economic environment free of non-tribal competition from the operation of slot machines on non-Indian lands in California and that this unique economic environment is of great value to the Tribe; and WHEREAS, the Tribe remains committed to improving the environment, education status, and the health, safety and general welfare of its citizenry, while 2 supporting local government agencies and enhancing the surrounding community; and WHEREAS, the Tribe reaffirms its commitment to provide to the State, on a sovereign-to-sovereign basis, and to local jurisdictions, fair cost reimbursement and mitigation pursuant to this Compact on a payment schedule; and WHEREAS, the Tribe and the State share a joint sovereign interest in ensuring that Gaming Activities are free from criminal and other undesirable elements; and WHEREAS, this Compact will afford the Tribe primary responsibility over the regulation of its Gaming Facility and will enhance the Tribe’s economic development and self-sufficiency; and WHEREAS, the State and the Tribe have therefore concluded that this Compact is designed to enhance the Tribe’s economic development and self-sufficient and to protect the interests of the Tribe and its citizens, the surrounding community, and the California public, and will promote and secure long-term stability, mutual respect, and mutual benefits; and WHEREAS, upon publication of notice of approval in the Federal Register pursuant to 25 U.S.C. § 2710(d)(8)(D), this Compact replaces and supersedes in its entirety the 2012 Amended Compact; and WHEREAS, the State and the Tribe agree that all terms of this Compact are intended to be binding and enforceable. NOW, THEREFORE, the Tribe and the State agree as set forth herein: SECTION 1.0. PURPOSES AND OBJECTIVES. The terms of this Compact are designed and intended to: (a) Evidence the goodwill and cooperation of the Tribe and the State in fostering a mutually respectful government-to-government relationship that will serve the mutual interests of the parties. (b) Enhance and implement a means of regulating Class III Gaming to ensure its fair and honest operation in a way that protects the interests of the Tribe, the State, its citizens, and local communities in accordance with IGRA, and through that regulated Class III Gaming, enable the Tribe to develop self-sufficiency, promote tribal economic 3 development, and generate jobs and revenues to support the Tribe’s government and its governmental services and programs. (c) Promote ethical practices in conjunction with Class III Gaming, through the licensing and control of persons and entities employed in, or providing goods and services to, the Gaming Operation, protect against the presence or participation of persons whose criminal backgrounds, reputations, character, or associations make them unsuitable for participation in gaming, thereby maintaining a high level of integrity in tribal government gaming, and protect the patrons and employees of the Gaming Operation and Gaming Facility and the local communities. (d) Achieve the objectives set forth in the preamble. SECTION 2.0. DEFINITIONS. Sec. 2.1. “Applicable Codes” means the Shingle Springs Band of Miwok Indians Gaming Facility Standards Ordinance, approved on August 22, 2013, and the standards of the California Building Standards Code and the California Public Safety Code applicable to the County, as set forth in titles 19 and 24 of the California Code of Regulations, as those regulations may be amended during the term of this Compact, including, but not limited to, codes for building, electrical, energy, mechanical, plumbing, fire and safety. To the extent there is any conflict between the Shingle Springs Band of Miwok Indians Gaming Facility Standards Ordinance and the foregoing California laws and regulations, the California laws and regulations shall apply. Sec. 2.2. “Applicant” means an individual or entity that applies for a tribal gaming license or for a State Gaming Agency determination of suitability. Sec. 2.3. “Association” means an association of California tribal and state gaming regulators, the membership of which comprises up to two (2) representatives from each tribal gaming agency of those tribes with whom the State has a Class III Gaming compact or Secretarial Procedures prescribed by the Secretary of the Department of the Interior pursuant to 25 U.S.C. § 2710(d)(7)(B)(vii) under IGRA, and up to two (2) delegates each from the California Department of Justice, Bureau of Gambling Control and the California Gambling Control Commission. Sec. 2.4. “City” means any incorporated city that may exist within ten (10) miles of the Gaming Facility. 4 Sec. 2.5. “Class III Gaming” means the forms of class III gaming defined as such in 25 U.S.C. § 2703(8) and by the regulations of the National Indian Gaming Commission. Sec. 2.6. “Commission” means the California Gambling Control Commission, or any successor agency of the State. Sec. 2.7. “Compact” means this Tribal-State Compact Between the State of California and the Shingle Springs Band of Miwok Indians. Sec. 2.8. “County” means the County of El Dorado, California, a political subdivision of the State. Sec. 2.9. “Financial Source” means any person or entity who, directly or indirectly, extends financing in connection with the Tribe’s Gaming Facility or Gaming Operation. Sec. 2.10. “Gaming Activity” or “Gaming Activities” means the Class III Gaming activities authorized under this Compact. Sec. 2.11. “Gaming Device” means any slot machine within the meaning of article IV, section 19, subdivision (f) of the California Constitution. For purposes of calculating the number of Gaming Devices, each player station or terminal on which a game is played constitutes a separate Gaming Device, irrespective of whether it is part of an interconnected system to such terminals or stations. “Gaming Device” includes, but is not limited to, video poker, but does not include electronic, computer, or other technological aids that qualify as class II gaming (as defined under IGRA). Sec. 2.12. “Gaming Employee” means any natural person who (a) conducts, operates, maintains, repairs, accounts for, or assists in any Gaming Activities, or is in any way responsible for supervising such Gaming Activities or persons who conduct, operate, maintain, repair, account for, assist, or supervise any such Gaming Activities, (b) is in a category under federal or tribal gaming law requiring licensing, or (c) is a person whose employment duties require or authorize access to areas of the Gaming Facility in which any activities related to Gaming Activities are conducted but that are not open to the public. Sec. 2.13. “Gaming Facility” or “Facility” means any building in which Gaming Activities or any Gaming Operations occur, or in which business records, receipts, or funds of the Gaming Operation are maintained (excluding offsite 5 facilities primarily dedicated to storage of those records, and financial institutions), and all rooms, buildings, and areas, including hotels, parking lots, and walkways, a principal purpose of which is to serve the activities of the Gaming Operation and Facility rather than providing that operation with an incidental benefit, provided that nothing herein prevents the conduct of class II gaming (as defined under IGRA) therein. Nothing herein shall be construed to apply in a manner that does not directly relate to the operation of Gaming Activities. Sec. 2.14. “Gaming Operation” means the business enterprise that offers and operates Gaming Activities, whether exclusively or otherwise. Sec. 2.15. “Gaming Ordinance” means a tribal ordinance or resolution duly authorizing the conduct of Gaming Activities on the Tribe’s Indian lands in California and approved under IGRA. Sec. 2.16. “Gaming Resources” means any goods or services provided or used in connection with Gaming Activities, whether exclusively or otherwise, including, but not limited to, equipment, furniture, Gaming Devices and ancillary equipment, implements of Gaming Activities such as playing cards, furniture designed primarily for Gaming Activities, maintenance or security equipment and services, and Class III Gaming consulting services. “Gaming Resources” does not include professional accounting and legal services. Sec. 2.17. “Gaming Resource Supplier” means any person or entity who, directly or indirectly, does, or is deemed likely to, manufacture, distribute, supply, vend, lease, purvey, or otherwise provide to the Gaming Operation or Gaming Facility at least twenty-five thousand dollars ($25,000) in Gaming Resources in any twelve (12)-month period, or who, directly or indirectly, receives, or is deemed likely to receive, in connection with the Gaming Operation or Gaming Facility, at least twenty-five thousand dollars ($25,000) in any consecutive twelve (12)-month period, provided that the Tribal Gaming Agency may exclude a purveyor of equipment or furniture that is not specifically designed for, and is distributed generally for use other than in connection with, Gaming Activities, if, but for the purveyance, the purveyor is not otherwise a Gaming Resource Supplier as defined herein, the compensation received by the purveyor is not grossly disproportionate to the value of the goods or services provided, and the purveyor is not otherwise a person who exercises a significant influence over the Gaming Operation. Sec. 2.18. “IGRA” means the Indian Gaming Regulatory Act of 1988 (PL 100-497, 18 U.S.C. §§ 1166-1168, 25 U.S.C. § 2701 et seq.), and any amendments thereto, as interpreted by all regulations promulgated thereunder. 6 Sec. 2.19. “Interested Persons” means (i) all local, state, and federal agencies in El Dorado County, the State, and the United States, which, if a Project were not taking place on Indian lands, would have responsibility for approving the Project or would exercise authority over the natural resources that may be affected by the Project; (ii) any incorporated city within ten (10) miles of the Project; and (iii) persons, groups, or agencies that request in writing a notice of preparation of a draft tribal environmental impact report described in section 11.0, or have commented on the Project in writing to the Tribe or the County. Sec. 2.20. “Management Contractor” means any Gaming Resource Supplier with whom the Tribe has contracted for the management of any Gaming Activity or Gaming Facility, including, but not limited to, any person who would be regarded as a management contractor under IGRA. Sec. 2.21. “Net Win” means drop from Gaming Devices, plus the redemption value of expired tickets, less fills, less payouts, less that portion of the Gaming Operation’s payments to a third-party wide-area progressive jackpot system provider that is contributed only to the progressive jackpot amount. Sec. 2.22. “NIGC” means the National Indian Gaming Commission. Sec. 2.23. “Project” means (i) the construction of a proposed Gaming Facility, (ii) any renovation, expansion or modification of an existing Gaming Facility, or (iii) any other activity occurring on the reservation, the principal purpose of which is to serve the Gaming Activities or Gaming Operation, rather than provide the Gaming Activities or Gaming Operation with an incidental benefit, and which may cause a Significant Effect on the Off-Reservation Environment. This definition shall be understood to include the addition of Gaming Devices within an existing Gaming Facility if the addition of the Gaming Devices may cause either a direct or reasonably foreseeable indirect significant and adverse physical change in the off-reservation environment. For purposes of this definition, section 11.0, and Appendix B, “reservation” refers to the Tribe’s Indian lands within the meaning of IGRA or lands otherwise held in trust for the Tribe by the United States. “Project” does not include an activity within the scope of the “Shingle Springs Rancheria Hotel Project” as described in the “Final Environmental Assessment - Shingle Springs Rancheria Hotel and Casino Project, El Dorado County, California” dated December 2001, the “Final Environmental Impact Report / Environmental Assessment,” dated September 2002, and the “Shingle Springs Interchange Project Final Supplemental Environmental Impact Report,” dated August 2006, and with respect to which impacts have been addressed. Nor does “Project” include any activity otherwise meeting the 7 definition of “Project” for which a notice of preparation has been issued pursuant to the 2012 Amended Compact prior to the effective date of this Compact, which the parties agree shall be governed by section 11.0 of the 2012 Amended Compact. Sec. 2.24. “Significant Effect(s) on the Off-Reservation Environment” occur(s) if any of the following conditions exist: (a) A proposed Project has the potential to degrade the quality of the offreservation environment, curtail the range of the off-reservation environment, or achieve short-term, to the disadvantage of long-term, environmental goals. (b) The possible effects of a Project on the off-reservation environment are individually limited but cumulatively considerable. As used herein, “cumulatively considerable” means that the incremental effects of an individual Project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects. (c) The off-reservation environmental effects of a Project will cause substantial adverse effects on human beings, either directly or indirectly. For purposes of this definition, “reservation” refers to the Tribe’s Indian lands within the meaning of IGRA or lands otherwise held in trust for the Tribe by the United States. Sec. 2.25. “State” means the State of California or an authorized official or agency thereof designated by this Compact or by the Governor. Sec. 2.26. “State Designated Agency” means the entity or entities designated or to be designated by the Governor to exercise rights and fulfill responsibilities established by this Compact. Sec. 2.27. “State Gaming Agency” means the entities authorized to investigate, approve, regulate and license gaming pursuant to the Gambling Control Act (chapter 5 (commencing with section 19800) of division 8 of the California Business and Professions Code), or any successor statutory scheme, and any entity or entities in which that authority may hereafter be vested. 8 Sec. 2.28. “Tribal Chairperson” means the person duly elected under the Tribe’s constitution to perform the duties specified therein, including serving as the Tribe’s official representative. Sec. 2.29. “Tribal Gaming Agency” means the person, agency, board, committee, commission, or council designated under tribal law with the primary responsibility for carrying out the Tribe’s regulatory responsibilities under IGRA and the Tribe’s Gaming Ordinance. No person employed in, or in connection with, the management, supervision, or conduct of any Gaming Activity may be a member or employee of the Tribal Gaming Agency. Sec. 2.30. “Tribe” means the Shingle Springs Band of Miwok Indians, a federally recognized Indian tribe listed in the Federal Register, or an authorized official or agency thereof. SECTION 3.0. SCOPE OF CLASS III GAMING AUTHORIZED. (a) The Tribe is hereby authorized and permitted to operate only the following Gaming Activities under the terms and conditions set forth in the Compact: (1) Gaming Devices. (2) Any banking or percentage card games. (3) Any devices or games that are authorized under state law to the California State Lottery, provided that the Tribe will not offer such games through use of the Internet unless others in the state are permitted to do so under state and federal law. (4) Off-track wagering on horse races at a satellite wagering facility pursuant to the requirements of Appendix D. (c) Nothing herein shall be construed to authorize or permit the operation of any Class III Gaming that the State lacks the power to authorize or permit under article IV, section 19, subdivision (f), of the California State Constitution. (d) The Tribe shall not engage in Class III Gaming that is not expressly authorized in this Compact. 9 SECTION 4.0. AUTHORIZED NUMBER OF GAMING DEVICES, LOCATION OF GAMING FACILITIES, COST REIMBURSEMENT, AND MITIGATION. Sec. 4.1. Authorized Number of Gaming Devices. The Tribe is entitled to operate up to a total of two thousand five hundred (2,500) Gaming Devices pursuant to the conditions set forth in section 3.0 and sections 4.2 through and including section 5.3. Sec. 4.2. Authorized Gaming Facilities. The Tribe may establish and operate not more than two (2) Gaming Facilities and engage in Class III Gaming only on eligible Indian lands held in trust for the Tribe located within the boundaries of the Tribe’s reservation and trust lands, as those boundaries exist and on which Class III Gaming may lawfully be conducted under IGRA as of the execution date of this Compact, as legally described in, and represented on the map at Appendix A hereto. Sec. 4.3. Special Distribution Fund. (a) The Tribe shall pay to the State on a pro rata basis the State’s 25 U.S.C. § 2710(d)(3)(C) costs incurred for the performance of all its duties under this Compact, including the administration and implementation of tribal-state Class III Gaming compacts and Secretarial procedures prescribed by the Secretary of the Department of the Interior pursuant to 25 U.S.C. § 2710(d)(7)(B)(vii) (Secretarial Procedures), and funding for the Office of Problem Gambling, as determined by the monies appropriated in the annual Budget Act each fiscal year to carry out those purposes (Appropriation). The Appropriation and the maximum number of Gaming Devices operated by all federally recognized tribes in California pursuant to tribal-state Class III Gaming compacts determined to be in operation during the previous State fiscal year shall be reported annually by the State Gaming Agency to the Tribe on or before December 15. The term “operated” or “operation” as used in this Compact in relation to Gaming Devices describes each and every Gaming Device available to patrons (including slot tournament contestants) for play at any given time. 10 (b) The Tribe’s pro rata share of the State’s 25 U.S.C. § 2710(d)(3)(C) regulatory costs in any given year this Compact is in effect shall be calculated by the following equation: The maximum number of Gaming Devices operated in the Tribe’s Gaming Facilities during the previous State fiscal year as determined by the State Gaming Agency, divided by the maximum number of Gaming Devices operated by all federally recognized tribes in California pursuant to tribal-state Class III Gaming compacts or Secretarial Procedures during the previous State fiscal year, multiplied by the Appropriation, equals the Tribe’s pro rata share. (1) Beginning the first full quarter after the effective date of this Compact, the Tribe shall pay its pro rata share to the State Gaming Agency for deposit into the Indian Gaming Special Distribution Fund established by the Legislature (Special Distribution Fund). The payment shall be made in four (4) equal quarterly installments due on the thirtieth (30th) day following the end of each calendar quarter (i.e., by April 30 for the first quarter, July 30 for the second quarter, October 30 for the third quarter, and January 30 for the fourth quarter); provided, however, that in the event this Compact becomes effective during a calendar quarter, payment shall be prorated for the number of days remaining in that initial quarter, in addition to any remaining full quarters in the first calendar year of operation to obtain a full year of full quarterly payments of the Tribe’s pro rata share specified above. A payment year will run from January through December. If any portion of the Tribe’s quarterly pro rata share payment or payment pursuant to section 4.3, subdivision (b) or section 4.5, is overdue, the Tribe shall pay to the State for purposes of deposit into the appropriate fund, the amount overdue plus interest accrued thereon at the rate of one percent (1%) per month or the maximum rate permitted by state law for delinquent payments owed to the State, whichever is less. All quarterly payments shall be accompanied by the report specified in section 4.5. (2) If the Tribe objects to the State’s determination of the Tribe’s pro rata share, or to the amount of the Appropriation as including matters not consistent with IGRA, the matter shall be 11 resolved in accordance with the dispute resolution provisions of section 13.0. Any State determination of the Tribe’s pro rata share challenged by the Tribe shall govern and must be paid by the Tribe to the State when due, and the Tribe’s payment is a condition precedent to invoking the section 13.0 dispute resolution provisions. (c) (3) Only for purposes of calculating the Tribe’s annual pro rata share under section 4.3, subdivision (a), any increase in the Appropriation for the current year shall be capped at an amount equal to five percent (5%) from the Appropriation used to calculate the Tribe’s pro rata share in the immediately preceding year. The Appropriation, so capped, will be used to calculate the Tribe’s pro rata share under the equation set forth in section 4.3, subdivision (b) that exceeds its calculated pro rata share from the immediately preceding year by more than five percent (5%). (4) The foregoing payments have been negotiated between the parties as a fair and reasonable contribution, based upon the State’s costs of regulating and mitigating certain impacts of tribal Class III Gaming Activities including problem gambling, as well as the Tribe’s market conditions, its circumstances, and the rights afforded and consideration provided by this Compact. In any given State fiscal year, to the extent permissible and only as may be provided under state law, the State Gaming Agency may reduce, or eliminate, the Tribe’s pro rata share payment obligation to the Special Distribution Fund. Sec. 4.3.1. Use of Special Distribution Funds. Revenue placed in the Special Distribution Fund shall be available for appropriation by the Legislature for the following purposes: (a) Grants, including any administrative costs, for programs designed to address and treat gambling addiction; (b) Grants, including any administrative costs and environmental review costs, for the support of State and local government agencies impacted by tribal government gaming; 12 (c) Compensation for regulatory costs incurred by the State including, but not limited to, the State Gaming Agency, the California Department of Justice, the Office of Problem Gambling, and State Designated Agencies in connection with the implementation and administration of Class III Gaming compacts or Secretarial Procedures in California; and (d) Any other purposes specified by the Legislature that are consistent with IGRA. Sec. 4.4. Cost Reimbursement and Mitigation to Local Governments. To the extent necessary or appropriate to provide a framework for payments, services, or other activities that may constitute credits under section 5.3, the Tribe shall maintain existing agreements or enter into new agreements with local jurisdictions or state agencies, as appropriate, for such undertakings and services that mitigate the impacts of the Gaming Facility, furthering the purposes of section 5.3, and thereby benefitting the Gaming Facility, the Tribe, and/or other local jurisdictions and communities. Intergovernmental agreements are necessary and appropriate for some, but not all, of the credits specified within section 5.3. The Tribe has the discretion, within the parameters of section 5.3 and subject to State approval, to determine how to appropriate funds in a manner consistent with available credits. Copies of all agreements to be credited shall be provided to the State if claimed as a credit as provided for in section 5.3. The agreements with local jurisdictions or state agencies, as appropriate, required by this section are distinct from those agreements associated with a specific Project and required by section 11.0. Notwithstanding the foregoing, payments the Tribe makes to the County pursuant to the “Memorandum of Understanding and Intergovernmental Agreement Between the County of El Dorado and Shingle Springs Band of Miwok Indians,” entered in September 2006, and as thereafter amended in 2012 and 2017 (County MOU), that are above and beyond the payments the Tribe is required to pay to the County for mitigation of the off-reservation impacts of the Tribe’s Gaming Facility project, may qualify for credit under section 5.3. Sec. 4.5. Quarterly Payments and Quarterly Contribution Report. (a) (1) The Tribe shall remit quarterly to the State Gaming Agency (i) the payments described in section 4.3, for deposit into the Special Distribution Fund and (ii) the payments described in 13 section 5.2, for deposit into the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund. (b) (2) If the Gaming Activities authorized by this Compact commence during a calendar quarter, the first payment shall be due on the thirtieth (30th) day following the end of the first full calendar quarter of the Gaming Activities and shall cover the period from the commencement of the Gaming Activities to the end of the first full calendar quarter. (3) All quarterly payments shall be accompanied by the certification specified in subdivision (b). At the time each quarterly payment is due, regardless of whether any monies are owed, the Tribe shall submit to the State Gaming Agency a certification (the “Quarterly Contribution Report”) that specifies the following: (1) calculation of the maximum number of Gaming Devices operated in the Gaming Facility for each day during the given quarter; (2) the Net Win calculation reflecting the quarterly Net Win from the operation of all Gaming Devices in the Gaming Facility; (3) the amount due pursuant to section 4.3; (4) calculation of the amount due pursuant to section 5.2; and (5) the total amount of the quarterly payment paid to the State. The Quarterly Contribution Report shall be prepared by the chief financial officer of the Gaming Operation. (c) (1) At any time after the fourth quarter, but in no event later than April 30 of the following calendar year, the Tribe shall provide to the State Gaming Agency an audited annual certification of its Net Win calculation from the operation of Gaming Devices. The audit shall be conducted in accordance with generally accepted auditing standards, as applied to audits for the gaming industry, by an independent certified public accountant who is not employed by the Tribe, the Tribal Gaming Agency, the 14 Management Contractor, or the Gaming Operation, is only otherwise retained by any of these entities to conduct regulatory audits or independent audits of the Gaming Operation, and has no financial interest in any of these entities. The auditor used by the Tribe for this purpose shall hold a valid license issued by the California Accountancy Board or shall be approved by the State Gaming Agency, or other State Designated Agency, but the State shall not unreasonably withhold its consent. (d) (2) If the audit shows that the Tribe made an overpayment from its Net Win to the State during the year covered by the audit, the Tribe’s next quarterly payment shall be reduced by the amount of the overage. If the audit shows that the Tribe made an underpayment to the State during the year covered by the audit, the Tribe’s next quarterly payment shall be increased by the amount of the underpayment. (3) The State Gaming Agency shall be authorized to confer with the auditor at the conclusion of the audit process and to review all of the independent certified public accountant’s final work papers and documentation relating to the audit. The Tribal Gaming Agency shall be notified of and provided the opportunity to participate in and attend any such conference or document review. The State Gaming Agency may audit the calculations in subdivision (b) and Net Win calculations specified in the audit provided pursuant to subdivision (c). The State Gaming Agency shall have access to all records deemed necessary by the State Gaming Agency to verify the calculations in subdivision (b) and Net Win calculations, including access to the Gaming Device accounting systems and server-based systems and software, and to the data contained therein on a read-only basis. If the State Gaming Agency determines that the Net Win is understated or the deductions overstated, it will promptly notify the Tribe and provide a copy of the audit. The Tribe within twenty (20) days will either accept the difference or provide a reconciliation satisfactory to the State Gaming Agency. If the Tribe accepts the difference or does not provide a reconciliation satisfactory to the State Gaming Agency, the Tribe must immediately pay the amount of the resulting deficiency, plus accrued interest thereon at the rate of one percent (1%) per month or the maximum rate permitted by state law 15 for delinquent payments owed to the State, whichever is less. If the Tribe does not accept the difference but does not provide a reconciliation satisfactory to the State Gaming Agency, the Tribe, once payment is made, may commence dispute resolution under section 13.0. The parties expressly acknowledge that the certifications provided for in subdivision (b) are subject to section 8.4, subdivision (h). (e) Notwithstanding anything to the contrary in section 13.0, any failure of the Tribe to remit the payments referenced in subdivision (a), will entitle the State to immediately seek injunctive relief in federal or state court, at the State’s election, to compel the payments, plus accrued interest thereon at the rate of one percent (1%) per month, or the maximum rate permitted by State law for delinquent payments owed to the State, whichever is less; and further, the Tribe expressly consents to be sued in either court and waives its right to assert sovereign immunity against the State in any such proceeding. Failure to make timely payment shall be deemed a material breach of this Compact. (f) If any portion of the payments under subdivision (a) of this section is overdue after the State Gaming Agency has provided written notice to the Tribe of the overdue amount with an opportunity to cure of at least fifteen (15) business days, and if more than sixty (60) calendar days have passed from the due date, then the Tribe shall cease operating all of its Gaming Devices until full payment is made unless a claim has been filed by the Tribe under the dispute resolution procedures in section 13.0. Sec. 4.6. Exclusivity. In recognition of the Tribe’s agreement to make the payments specified in sections 4.3 and 5.2, the Tribe shall have the following rights: (a) In the event the exclusive right of Indian tribes to operate Gaming Devices in California is abrogated by the enactment, amendment, or repeal of a State statute or constitutional provision, or the conclusive and dispositive judicial construction of a statute or the State Constitution by a California appellate court after the effective date of this Compact that Gaming Devices may lawfully be operated by another person, organization, or entity (other than an Indian tribe 16 operating pursuant to a Class III Gaming compact or Secretarial Procedures) within California, the Tribe shall have the right to exercise one (1) of the following options: (1) Terminate this Compact, in which case the Tribe will lose the right to operate Gaming Devices and other Class III Gaming authorized by this Compact; or (2) Continue under this Compact with an entitlement to a reduction of the rates specified in section 5.2 following the conclusion of negotiations, to provide for: (A) compensation to the State for the costs of regulation, as set forth in section 4.3; (B) reasonable payments to local governments impacted by tribal government gaming, the amount to be determined based upon any intergovernmental agreement entered into pursuant to sections 4.4 or 11.7; (C) grants for programs designed to address and treat gambling addiction; and (D) such assessments as authorized or permitted at such time under federal law. Such negotiations between the State and the Tribe shall commence within thirty (30) days after receipt of a written request by a party to enter into the negotiations, unless both parties agree in writing to an extension of time. If the Tribe and the State fail to reach agreement on the amount of reduction of such payments within sixty (60) days following commencement of the negotiations specified in this section, the amount shall be determined by arbitration pursuant to section 13.2. (b) Nothing in this section is intended to preclude the California State Lottery from offering any lottery games or devices that are currently or may hereafter be authorized by state law. (c) Nothing in this section is intended to affect the terms of the County MOU or to compel the County to enter negotiations under section 4.6, subdivision (a)(2). Sec. 4.7. Revenue Contributions. The Tribe and the State acknowledge and agree that this Compact terminates and eliminates the Tribe’s obligations to make, or liability for, payments pursuant to section 4.4 of the 2012 Amended Compact that may accrue, or accrued, as a result of the operation of the Tribe’s Gaming Devices from and after July 1, 2020. The Tribe and the State further acknowledge and agree that this Compact does not 17 affect the Tribe’s obligations to make, or liability for, payments pursuant to section 4.4 of the 2012 Amended Compact that may accrue, or accrued, as a result of the operation of the Tribe’s Gaming Devices before July 1, 2020. Section 4.4 of the 2012 Amended Compact provides that the Tribe shall pay the State fifteen percent (15%) of Net Win generated from the operation of the Tribe’s Gaming Devices (the “Section 4.4 Payment”). Section 4.5 of the 2012 Amended Compact provides, among other things, that the Section 4.4 Payment was reduced to zero from July 1, 2012, through June 30, 2015, and was, and is, subject to a Repositioning Credit from July 1, 2015, to June 30, 2020. The amount of the Section 4.4 Payment arising from the operation of the Tribe’s Gaming Devices from July 1, 2020, until the date this Compact becomes effective shall accrue as a contingent liability payable to the State. Upon the effective date of this Compact, the contingent liability shall be extinguished and have no further force or effect. If this Compact does not become effective, the Tribe and State shall meet and confer to explore further potential options and possible compact amendments involving the Section 4.4 Payment. Sec. 4.8. Revenue Sharing Obligations Owed Under the 2012 Amended Compact. The Tribe and the State acknowledge and agree that the Tribe may apply any unused excess annual “Repositioning Credit” for the fourth quarter of “Repositioning Year” July 1, 2019 - June 30, 2020 as those terms are defined and provided by section 4.5, subdivision (c) of the 2012 Amended Compact, against any outstanding revenue sharing contributions still owed to the State from the third quarter of the July 1, 2019 - June 30, 2020 Repositioning Year under section 4.4 of the 2012 Amended Compact as of the execution date of this Compact. Nothing herein permits the Tribe to apply the excess annual Repositioning Credit for any other revenue sharing obligations under this Compact or to outstanding revenue sharing obligations under sections 4.3 or 5.2 of the 2012 Amended Compact. SECTION 5.0. REVENUE SHARING WITH NON-GAMING AND LIMITED-GAMING TRIBES. Sec. 5.1. Definitions. For purposes of this section 5.0, the following definitions apply: (a) The “Revenue Sharing Trust Fund” is a fund created by the Legislature and administered by the State Gaming Agency that, as a limited trustee, is not a trustee subject to the duties and liabilities 18 contained in the California Probate Code, similar state or federal statutes, rules or regulations, or under state or federal common law or equitable principles, and has no duties, responsibilities, or obligations hereunder except for the receipt, deposit, and distribution of monies paid by gaming tribes for the benefit of Non-Gaming Tribes and Limited-Gaming Tribes. The State Gaming Agency shall allocate and disburse the Revenue Sharing Trust Fund monies on a quarterly basis as specified by the Legislature. Each eligible Non-Gaming Tribe and Limited-Gaming Tribe in the state shall receive the sum of one million one hundred thousand dollars ($1,100,000) per year from the Revenue Sharing Trust Fund. In the event there are insufficient monies in the Revenue Sharing Trust Fund to pay one million one hundred thousand dollars ($1,100,000) per year to each eligible NonGaming Tribe and Limited-Gaming Tribe, any available monies in that fund shall be distributed to eligible Non-Gaming Tribes and Limited-Gaming Tribes in equal shares. Monies deposited into the Revenue Sharing Trust Fund in excess of the amount necessary to distribute one million one hundred thousand dollars ($1,100,000) to each eligible Non-Gaming Tribe and Limited-Gaming Tribe shall remain in the Revenue Sharing Trust Fund available for disbursement in future years, or deposited in the Tribal Nation Grant Fund but shall not be diverted to any non-Revenue Sharing Trust Fund or any nonTribal Nation Grant Fund use or purpose. In no event shall the State’s general fund be obligated to make up any shortfall in the Revenue Sharing Trust Fund or to pay any unpaid claims connected therewith, and, notwithstanding any provision of law, including any existing provision of law implementing the State Gaming Agency’s obligations related to the Revenue Sharing Trust Fund under any Class III Gaming compact or Secretarial Procedures, Non-Gaming Tribes and Limited-Gaming Tribes are not third-party beneficiaries of this Compact and shall have no right to seek any judicial order compelling disbursement of any Revenue Sharing Trust Fund monies to them. (b) The “Tribal Nation Grant Fund” is a fund created by the Legislature to make discretionary distribution of funds to Non-Gaming Tribes and Limited-Gaming Tribes upon application of such tribes for purposes related to effective self-governance, self-determined community, and economic development. The fiscal operations of the Tribal Nation Grant Fund are administered by the State Gaming Agency, which acts 19 as a limited trustee, not subject to the duties and liabilities contained in the California Probate Code, similar state or federal statutes, rules or regulations, or under state or federal common law or equitable principles, and with no duties or obligations hereunder except for the receipt, deposit, and distribution of monies paid by gaming tribes for the benefit of Non-Gaming Tribes and Limited-Gaming Tribes, as those payments are directed by a State Designated Agency. The State Gaming Agency shall allocate and disburse the Tribal Nation Grant Fund monies as specified by a State Designated Agency to one (1) or more eligible Non-Gaming and Limited-Gaming Tribes upon a competitive application basis. The State Gaming Agency shall exercise no discretion or control over, nor bear any responsibility arising from, the recipient tribes’ use or disbursement of Tribal Nation Grant Fund monies. The State Designated Agency shall perform any necessary audits to ensure that monies awarded to any tribe are being used in accordance with their disbursement in relation to the purpose of the Tribal Nation Grant Fund. In no event shall the State’s general fund be obligated to pay any monies into the Tribal Nation Grant Fund or to pay any unpaid claims connected therewith, and, notwithstanding any provision of law, including any existing provision of law implementing the State’s obligations related to the Tribal Nation Grant Fund or the Revenue Sharing Trust Fund under any Class III Gaming compact or Secretarial Procedures, NonGaming Tribes and Limited-Gaming Tribes are not third-party beneficiaries of this Compact and shall have no right to seek any judicial order compelling disbursement of any Tribal Nation Grant Fund monies to them. (c) A “Non-Gaming Tribe” is a federally recognized tribe in California, with or without a tribal-state Class III Gaming compact or Secretarial Procedures, that has not engaged in, or offered, class II gaming or Class III Gaming in any location whether within or without California, as of the date of last distribution to such tribe from the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund, during the immediately preceding three hundred sixty-five (365) days. (d) A “Limited-Gaming Tribe” is a federally recognized tribe in California that has a Class III Gaming compact with the State or Secretarial Procedures but is operating fewer than a combined total of three hundred fifty (350) Gaming Devices in all of its gaming 20 operations wherever located, or does not have a Class III Gaming compact or Secretarial Procedures but is engaged in class II gaming, whether within or without California, during the immediately preceding three hundred sixty-five (365) days. Sec. 5.2. Payments to the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund. (a) In recognition of the predevelopment expenses incurred by the Tribe, the needs of the Tribe’s citizens, the existence of binding and enforceable intergovernmental agreements with the County providing for mitigation, and other investments in the local community, if the Tribe operates more than three hundred fifty (350) Gaming Devices at any time in a given calendar year, it shall, thereafter, including that calendar year, pay to the State Gaming Agency, for deposit into the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund, six percent (6%) of its Net Win from the operation of Gaming Devices in excess of three hundred fifty (350), commencing on the first day of the first calendar quarter of the eighth calendar year in which Gaming Activities occur. (b) The Tribe shall remit the payments referenced in subdivision (a) to the State Gaming Agency in quarterly payments, which payments shall be due thirty (30) days following the end of each calendar quarter (i.e., by April 30 for the first quarter, July 30 for the second quarter, October 30 for the third quarter, and January 30 for the fourth quarter). While the confidentiality provisions of section 8.4 apply to the individual amount of the Tribe’s payments, the State Gaming Agency may as necessary report the amount in the aggregate combined with contributions of other compact tribes. (c) The quarterly payments referenced in subdivision (b) required by subdivision (a) and (b), as appropriate, shall be determined by first determining the total number of all Gaming Devices operated by the Tribe during a given quarter (Quarterly Device Base). The Quarterly Device Base is equal to the sum of the maximum number of Gaming Devices in operation for each day of the calendar quarter divided by the number of days in the calendar quarter that the Gaming Operation operates any Gaming Devices during the given calendar quarter. 21 (d) If any portion of the payments under subdivision (b) is overdue after the State Gaming Agency has provided written notice to the Tribe of the overdue amount with an opportunity to cure of at least fifteen (15) business days, and if more than sixty (60) calendar days have passed from the due date, then the Tribe shall cease operating all of its Gaming Devices until full payment is made. (e) All payments made by the Tribe to the State Gaming Agency pursuant to subdivision (b) shall be deposited into the Revenue Sharing Trust Fund and the Tribal Nation Grant Fund in a proportion to be determined by the Legislature, provided that if there are insufficient monies in the Revenue Sharing Trust Fund to pay one million one hundred thousand dollars ($1,100,000) per year to each eligible NonGaming Tribe and Limited-Gaming Tribe, the State Gaming Agency shall deposit all payments into the Revenue Sharing Trust Fund. (f) Either party may request a reopening of negotiations, limited exclusively to section 5.2, subdivision (a), if the balance of funds within the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund either exceeds or falls short of the amount reasonably required to meet the long-term obligations of either fund. Neither party is obligated to accept a request to reopen negotiations under this subdivision and either party may decline the request for any reason. Notwithstanding any other provision of this Compact, in no event shall the State’s general fund be obligated to make up any shortfall in the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund or to pay any unpaid claims connected therewith. Notwithstanding any provision of law, including any existing provision of law implementing the State Gaming Agency’s obligations related to the Revenue Sharing Trust Fund or the Tribal Nation Grant Fund under any Class III Gaming compact or Secretarial Procedures, Non-Gaming Tribes and Limited-Gaming Tribes are not thirdparty beneficiaries of this Compact and shall have no right to seek any judicial order compelling negotiation under subdivision (f), or disbursement of any Revenue Sharing Trust Fund or Tribal Nation Grant Fund monies to them. 22 Sec. 5.3. Provision for Credits Related to Payments Due Under Section 5.2. (a) Notwithstanding anything to the contrary in section 5.2, during all times the Compact is in effect, if the Tribe operates over three hundred fifty (350), and up to two thousand two hundred and fifty (2,250), Gaming Devices in any particular quarter, the State agrees to provide the Tribe with annual credits for up to sixty-five percent (65%) of the payments otherwise due under section 5.2 for the purposes set forth herein. However, if the Tribe operates over two thousand two hundred and fifty (2,250) and up to two thousand five hundred fifty (2,500) Gaming Devices in any particular quarter, the State agrees to provide the Tribe with credits for up to sixty percent (60%) of the payments otherwise due the State under section 5.2 for that quarter. If the Tribe operates over two thousand two hundred and fifty (2,250) Gaming Devices at any point during a calendar year, the Tribe agrees that the sixty percent (60%) credit shall apply for that calendar year. In that event, the Tribe shall adjust payments owed the State when the fourth quarter payments are calculated, and reflect this in the annual report to the State. Payments the Tribe makes to the County pursuant to the County MOU that are above and beyond the payments the Tribe is required to pay to the County for mitigation of the off-reservation impacts of the Tribe’s Gaming Facility project, may qualify for credit under this section. The credits provided by this subdivision (a) would be available to the Tribe for the following purposes and shall not be derived from a direct or indirect County, state or federal funding source, unless that source certifies in writing that the funding originated from the Tribe: (1) The costs of services provided by the Tribe or payments by the Tribe to the County, any state or local agency, local jurisdiction, service provider, public benefit entity, and/or nonprofit or civic organization operating facilities or providing services within the County or within counties contiguous thereto, for purposes of fire suppression, search and rescue, white water rescue, emergency medical services, law enforcement, public transit, road improvements, education, tourism and other services, environmental resource protection, and infrastructure improvements that in part serve the offreservation needs of local residents or benefit the local 23 community, and are not otherwise required by section 11.0. Such payments shall be subject to approval by the State. At least twenty percent (20%) of the annual credits authorized by this section 5.3 shall be utilized for the purposes described in subdivisions (a) and (b). Likewise, in light of off-reservation services provided County residents by the Tribe’s Fire Department, payments to the El Dorado Fire Protection District pursuant to an existing agreement for services qualify for credit under this subdivision (a)(1); (2) Payments by the Tribe to reimburse the County of El Dorado or any other non-tribal governmental entity for any loss of property tax revenues or sales tax revenues that would otherwise be due the County or said entity but for the Tribe’s federally-recognized status. Such payments may include an inlieu payment to the County or non-tribal governmental entity, and may be made pursuant to a written agreement. Such reimbursements shall be subject to approval by the County, or other non-tribal governmental entity if applicable; (3) Non-gaming related capital investments and economic development projects by the Tribe on or off tribal trust lands that the State or State Designated Agency agrees provide mutual benefits to the Tribe and the State because, for instance, they have particular cultural, social, educational, health or environmental value, or diversify the sources of revenue for the Tribe’s general fund; (4) Payments to support operating expenses and capital improvements for non-tribal governmental agencies or nontribal facilities operating within the County; (5) Investments by the Tribe in, and any funds paid to the State for, renewable energy projects that, in part, serve the Gaming Facility or any improvements incorporating renewable energy technology on real property owned by the Tribe, or its members, and lineal descendants, and projects that incorporate charging stations for electric or other zero emission vehicles that are available to patrons and employees of the Gaming Facility, and the Tribe, its members and lineal descendants. For purposes of this subdivision (a)(5), “renewable energy project” 24 means a project that utilizes a technology other than a conventional power source, as defined in section 2805 of the Public Utilities Code, as it may be amended, and instead uses as a power source biomass, waste, geothermal, small hydroelectric, solar, or wind, as those power sources are defined in section 1391, subdivision (c), of title 20 of the California Code of Regulations, as they may be amended. The power source must not utilize more than twenty-five percent (25%) fossil fuel; (6) Costs and payments to support capital improvements, the purchase of property, and operating expenses for facilities, entities or operations located within California (including facilities located on or off tribal trust land or on land owned by the Tribe) that provide health care and/or educational services to tribal members, Indians, and/or non-Indians; (7) Costs and payments made to support the preservation of historical buildings, landmarks or objects within California that have cultural significance to the Tribe; (8) Investments by the Tribe in, and any funds paid to the State for, water treatment or conservation projects that, in part, serve the Gaming Facility or any improvements incorporating water conservation or treatment technology on real property owned by the Tribe, or its members and lineal descendants; (10) Payments made to provide or support general welfare services or benefits for, among other things, educational, healthcare, food assistance, cultural or vocational purposes, for Tribal members, Native and/or non-Native people; (11) Payments made to provide or support housing, including but not limited to mortgage assistance, for Tribal members, Native and/or non-Native people who are determined by the Tribe to be financially in need, taking into account federal poverty guidelines and local conditions, including the cost of living; (12) Payments associated with improving the protection of wildlife and habitat (e.g., property purchase costs, environmental studies, permits, construction and other related expenses), 25 increasing tourism, establishing or improving highways, roadways, hiking trails, walkways and bike lanes, and other beautification efforts throughout the County and/or on the Shingle Springs Rancheria or other lands of the Tribe; and (13) Payments by the Tribe to any non-profit or public benefit entity providing education to Native American people, including, but not limited to, the California Tribal College, established as a public benefit corporation under California law and overseen by federally-recognized Indian tribal governments. (b) On or before January 1 of each year, the Tribe shall provide to the State its annual budget for items eligible for credits under this section 5.3. Upon receipt, the State shall have ninety (90) days within which to review the items proposed and object if they do not meet the purposes set out in this section. If the State does not object to the items proposed within the ninety (90) days, the State shall not later seek to disallow those credits except as provided below. During the year, the Tribe shall take such credits during the first three (3) quarters in prorated amounts based on the annual budget, but during the fourth quarter shall take an adjusted amount based on actual amounts spent. At the end of each year, the Tribe shall submit to the State a budget reconciliation, reflecting the actual amounts expended compared to the budgeted numbers. The State shall have the right to review the credits taken and, if necessary, request additional information from the Tribe. If the State determines that the information provided does not substantiate the amount of credits taken, the State may reduce or disallow such credits. (c) Any disputes shall be subject to the dispute resolution procedures set forth in section 13.0 of this Compact. All excess credits that cannot be applied in any one (1) year shall carry-forward to all following years until completely exhausted. If in any year during the term of this Compact, the Tribe is unable to take the full credit (sixty percent (60%) or sixty-five percent (65%), as applicable) and all carryforward credits have been exhausted, the Tribe may request, and the State shall agree to, a reopening of negotiations, limited to section 5.2, subdivision (a). (d) On or before January 31, or other date as otherwise may be agreed to by the parties, of each year, the Tribe shall provide to the State 26 Gaming Agency a report of annual credits taken and contributions made pursuant to sections 5.2 and 5.3. The reporting will include sufficient detail to enable both parties to ensure that the funds are being used in a manner consistent with the purposes set forth above. SECTION 6.0. LICENSING. Sec 6.1. Gaming Ordinance and Regulations. (a) All Gaming Activities conducted under this Compact shall, at a minimum, comply (i) with a Gaming Ordinance duly adopted by the Tribe and approved in accordance with IGRA, (ii) with all applicable rules, regulations, procedures, specifications, and standards duly adopted by the NIGC, the Tribal Gaming Agency, and the State Gaming Agency, and (iii) with the provisions of this Compact. (b) The Tribal Gaming Agency shall make available for inspection by the State Gaming Agency upon request a copy of the Gaming Ordinance, and all of the Tribal Gaming Agency’s rules, regulations, procedures, specifications, ordinances, or standards applicable to the Gaming Activities and Gaming Operation, within twenty (20) days after the State Gaming Agency’s request following the execution of this Compact, or within twenty (20) days following their adoption or amendment. The Tribal Gaming Agency shall give notice to the State Gaming Agency of any material change or amendment to the Gaming Ordinance, or the Tribal Gaming Agency’s rules, regulations, procedures, specifications, ordinances, or standards applicable to the Gaming Activities and Gaming Operation, no later than thirty (30) days after the change or amendment. (c) The Tribe or the Tribal Gaming Agency shall make available an electronic or hard copy of the following documents to any member of the public upon request and in the manner requested: the Gaming Ordinance; the rules of each Class III Gaming Activity operated by the Tribe; the Tribe’s constitution or other governing document(s) to the extent they impact the public in relation to the Gaming Activities or Gaming Operation; the ordinance specified in section 12.5, subdivision (b); the employment discrimination complaint ordinance specified in section 12.3, subdivision (f); the regulations promulgated by the Tribal Gaming Agency concerning patron disputes pursuant to section 10.0; and the minimum internal control standards specified in 27 section 9.1.1 and this Compact, including all appendices hereto, in the event they are not available on the NIGC’s or the Commission’s website. To the extent that any of the foregoing are available to the public on a website maintained by an agency of the State of California or the federal government, or by the Tribe or the Gaming Operation, the Tribal Gaming Agency may refer requesters to such website(s) for the requested information. Sec. 6.2. Tribal Ownership, Management, and Control of Gaming Operation. The Gaming Operation authorized under this Compact shall be owned solely by the Tribe. Sec. 6.3. Prohibitions Regarding Minors. (a) The Tribe shall prohibit persons under the age of twenty-one (21) years from being present in any room or area in which Gaming Activities are being conducted unless the person is en route to a nongaming area of the Gaming Facility, or is employed at the Gaming Facility in a capacity other than as a Gaming Employee. (b) If the Tribe permits the consumption of alcoholic beverages in the Gaming Facility, the Tribe shall prohibit persons under the age of twenty-one (21) years from purchasing, consuming, or possessing alcoholic beverages. The Tribe shall also prohibit persons under the age of twenty-one (21) years from being present in any room or area in which alcoholic beverages may be consumed, except to the extent permitted by the State Department of Alcoholic Beverage Control for other commercial establishments serving alcoholic beverages. Sec. 6.4. Licensing Requirements and Procedures. Sec. 6.4.1. Summary of Licensing Principles. All persons in any way connected with the Gaming Operation or Gaming Facility who are required to be licensed or to submit to a background investigation under IGRA, and any others required to be licensed under this Compact, including, without limitation, all Gaming Employees, Gaming Resource Suppliers, Financial Sources, and any other person having a significant influence over the Gaming Operation, must be licensed by the Tribal Gaming Agency and cannot have had any determination of suitability denied or revoked by the State Gaming Agency. 28 The parties intend that the licensing process provided for in this Compact shall involve joint cooperation between the Tribal Gaming Agency and the State Gaming Agency, as more particularly described herein. Sec. 6.4.2. Gaming Facility. (a) The Gaming Facility authorized by this Compact shall be licensed by the Tribal Gaming Agency in conformity with the requirements of this Compact, the Gaming Ordinance, IGRA, and any applicable regulations adopted by the NIGC. The license shall be reviewed and renewed every two (2) years thereafter. Verification that this requirement has been met shall be provided by the Tribe to the State by sending a copy of the initial license and each renewal license, either electronically or by hard copy, to the State Gaming Agency within thirty (30) days after issuance of the license or renewal. The Tribal Gaming Agency’s certification that the Gaming Facility is being operated in conformity with these requirements shall be posted in a conspicuous and public place in the Gaming Facility at all times. (b) To assure the protection of the health and safety of all Gaming Facility patrons, guests, and employees, the Tribe shall, as a matter of tribal law, adopt or already have adopted, and shall maintain, throughout the term of this Compact, an ordinance that requires any Gaming Facility construction to meet or exceed the Applicable Codes. The Gaming Facility and construction, expansion, improvement, modification, or renovation will also comply with the federal Americans with Disabilities Act, P.L. 101-336, as amended, 42 U.S.C. § 12101 et seq. Notwithstanding the foregoing, the Tribe need not comply with any standard that specifically applies in name or in fact only to tribal facilities. Without limiting the rights of the State under this section, reference to Applicable Codes is not intended to confer jurisdiction upon the State or its political subdivisions. For purposes of this section, the terms “building official” and “code enforcement agency” as used in titles 19 and 24 of the California Code of Regulations mean the Tribal Gaming Agency, or such other tribal government agency or official as may be designated by the Tribe’s law. The building official and code enforcement agency designated by the Tribe’s law may exercise authority granted to such individuals and entities as specified within the Applicable Codes with regard to the Gaming Facility. 29 (c) To assure compliance with the Applicable Codes, in all cases where the Applicable Codes would otherwise require a permit, the Tribe shall require inspections and, in connection therewith, shall employ for any Gaming Facility construction qualified plan checkers or review firms. To be qualified as a plan checker or review firm for purposes of this Compact, plan checkers or review firms must be either: (i) California licensed architects or engineers with relevant experience, or (ii) California licensed architects or engineers on the list, if any, of approved plan checkers or review firms provided by the County or City in which the Gaming Facility is located. The Tribe shall also employ qualified project inspectors. To be qualified as a project inspector for purposes of this Compact, project inspectors must possess the same qualifications and certifications as project inspectors utilized by the County or the City. The plan checkers, review firms, and project inspectors shall hereinafter be referred to as “Inspector(s).” The Tribe shall require the Inspectors to report in writing to the Tribal Gaming Agency and the State Gaming Agency any failure to comply with the Applicable Codes within thirty (30) days after giving notice of the lack of compliance to the Tribal Gaming Agency, or such other government agency or official as may be designated by the Tribe’s law. (d) The Tribe shall cause the design and construction calculations, and plans and specifications that form the basis for the construction (the “Design and Building Plans”) to be available to the State Gaming Agency and the County for inspection and copying by the State Gaming Agency or the County upon its request. Design and Building Plans are confidential information and records, subject to the protection of section 8.0. (e) In the event that material changes to a structural detail of the Design and Building Plans will result from contract change orders or any other changes in the Design and Building Plans, such changes shall be reviewed and field-verified by the Inspectors for compliance with the Applicable Codes. (f) The Tribe shall maintain during construction all contract change orders for inspection and copying by the State Gaming Agency upon its request. 30 (g) The Tribe shall maintain the Design and Building Plans depicting the as-built Gaming Facility, which shall be available to the State Gaming Agency for inspection and copying by the State Gaming Agency upon its request, for the term of this Compact. (h) Upon final certification by the Inspectors that the Gaming Facility meets the Applicable Codes, the Tribal Gaming Agency shall forward the Inspectors’ certification to the State Gaming Agency within ten (10) days of issuance. If the State Gaming Agency objects to that certification, the Tribe shall make a good faith effort to address the State’s concerns, but if the State Gaming Agency does not withdraw its objection, the matter will be resolved in accordance with the dispute resolution provisions of section 13.0. (i) Any failure to remedy within a reasonable period of time any material and timely raised deficiency shall be deemed a violation of this Compact, and furthermore, any deficiency that poses a serious or significant risk to the health or safety of any occupant shall be grounds for the State Gaming Agency to prohibit occupancy of the affected portion of the Gaming Facility pursuant to a court order until the deficiency is corrected. The Tribe shall not allow occupancy of any portion of the Gaming Facility that is constructed or maintained in a manner that endangers the health or safety of the occupants. (j) The Tribe shall also take all necessary steps to reasonably ensure the ongoing availability of sufficient and qualified fire suppression services to the Gaming Facility, and to reasonably ensure that the Gaming Facility satisfies all requirements of titles 19 and 24 of the California Code of Regulations applicable to similar facilities in the County as set forth below: (1) Not less than thirty (30) days before the effective date of this Compact, and not less than biennially thereafter, and upon at least ten (10) days’ notice to the State Gaming Agency, the Gaming Facility shall be inspected, at the Tribe’s expense, by an independent qualified professional or a qualified tribal inspection official (who must be certified in fire and life safety inspection through the International Code Council or another State approved certifying institution) for purposes of certifying that the Gaming Facility meets a reasonable standard of fire safety and life safety. 31 (2) The State Gaming Agency shall be entitled to designate and have a qualified representative or representatives, which may include local fire suppression entities, present during the inspection. During such inspection, the State’s representative(s) shall specify to the independent qualified professional or qualified tribal inspection official any condition which the representative(s) reasonably believes would preclude certification of the Gaming Facility as meeting a reasonable standard of fire safety and life safety. (3) The independent qualified professional or qualified tribal inspection official shall issue to the Tribal Gaming Agency, the County, and the State Gaming Agency a report on the inspection within fifteen (15) days after its completion, or within thirty (30) days after commencement of the inspection, whichever first occurs, identifying any deficiency in fire safety or life safety at the Gaming Facility or in the ability of the Tribe to meet reasonably expected fire suppression needs of the Gaming Facility. (4) Within twenty-one (21) days after the issuance of the report, the independent qualified professional or qualified tribal inspection official shall also require and approve a specific plan for correcting deficiencies, whether in fire safety or life safety, at the Gaming Facility or in the Tribe’s ability to meet the reasonably expected fire suppression needs of the Gaming Facility, including those identified by the State Gaming Agency’s representatives. A copy of the report shall be delivered to the State Gaming Agency, the County, and the Tribal Gaming Agency. (5) Immediately upon correction of all material deficiencies identified in the report, the independent qualified professional or qualified tribal inspection official shall certify in writing to the Tribal Gaming Agency and the State Gaming Agency that all deficiencies have been corrected. (6) Any failure to correct all material deficiencies identified in the report within a reasonable period of time shall be a violation of this Compact, and any failure to promptly correct those deficiencies that pose a serious or significant risk to the health 32 or safety of any occupants shall be a violation of this Compact and grounds for the State Gaming Agency to seek a court order prohibiting occupancy of the affected portion of the Gaming Facility until the deficiency is corrected. (7) Consistent with its obligation to ensure the safety of those within the Gaming Facility, the Tribe shall promptly notify the State Gaming Agency of circumstances that pose a serious and significant risk to the health or safety of occupants and take prompt action to correct such circumstances. Any failure to remedy within a reasonable period of time any serious and significant risk to public safety shall be deemed a violation of this Compact, and furthermore, any circumstance that poses a serious or significant risk to the health or safety of any occupant shall be grounds for the State Gaming Agency to prohibit occupancy of the affected portion of the Gaming Facility pursuant to a court order until the deficiency is corrected. Sec. 6.4.3. Gaming Employees. (a) Every Gaming Employee shall obtain, and thereafter maintain current, a valid tribal gaming license, and except as provided in subdivision (b), shall obtain, and thereafter maintain current, a State Gaming Agency determination of suitability, which license and determination shall be subject to biennial renewal; provided that in accordance with section 6.4.9, those persons may be employed on a temporary or conditional basis pending completion of the licensing process and the State Gaming Agency determination of suitability. (b) A Gaming Employee who is required to obtain and maintain current a valid tribal gaming license under subdivision (a) is not required to obtain or maintain a State Gaming Agency determination of suitability if any of the following applies: (1) The employee is subject to the licensing requirement of subdivision (a) solely because he or she is a person who conducts, operates, maintains, repairs, or assists in Gaming Activities, provided that this exception shall not apply if he or she supervises Gaming Activities or persons who conduct, operate, maintain, repair, assist, account for or supervise any 33 such Gaming Activity, and is empowered to make discretionary decisions affecting the conduct of the Gaming Activities. (c) (2) The employee is subject to the licensing requirement of subdivision (a) solely because he or she is a person whose employment duties require or authorize access to areas of the Gaming Facility that are not open to the public, provided that this exception shall not apply if he or she supervises Gaming Activities or persons who conduct, operate, maintain, repair, assist, account for or supervise any such Gaming Activity, and is empowered to make discretionary decisions affecting the conduct of the Gaming Activities. (3) Members and employees of the Tribal Gaming Agency are not subject to a finding of suitability from the State Gaming Agency. (4) The State Gaming Agency, in consultation with the Tribal Gaming Agency, exempts the Gaming Employee from the requirement to obtain or maintain current a State Gaming Agency determination of suitability. Notwithstanding subdivision (b), where the State Gaming Agency determines it is reasonably necessary, the State Gaming Agency is authorized to review the tribal license application, and all materials and information received by the Tribal Gaming Agency in connection therewith, for any person whom the Tribal Gaming Agency has licensed, or proposes to license, as a Gaming Employee. If the State Gaming Agency determines that the person would be unsuitable for issuance of a license or permit for a similar level of employment in a gambling establishment subject to the jurisdiction of the State, it shall notify the Tribal Gaming Agency of its determination and the reasons supporting its determination. The Tribal Gaming Agency shall thereafter conduct a hearing in accordance with section 6.5.5 to reconsider issuance of the tribal gaming license and shall notify the State Gaming Agency of its determination immediately after the hearing, which shall be final unless made the subject of dispute resolution pursuant to section 13.0 within thirty (30) days of such notification. 34 (d) Except as provided in subdivision (e), the Tribe will not employ or continue to employ any person whose application to the State Gaming Agency for a determination of suitability, or for a renewal of such a determination, has been denied or has expired without renewal. (e) Notwithstanding subdivision (d), the Tribe may employ or retain in its employ a person whose application for a determination of suitability, or for a renewal of such a determination, has been denied by the State Gaming Agency, if the person is an enrolled member of the Tribe and if: (1) The enrolled tribal member holds a valid and current license issued by the Tribal Gaming Agency that must be renewed at least biennially; (2) The denial of the application by the State Gaming Agency is based solely on activities, conduct, or associations that antedate, by at least five (5) years, the filing of the enrolled tribal member’s initial application to the State Gaming Agency for a determination of suitability; and (3) The enrolled member is not an employee or agent of any other gaming operation. (f) At any time after five (5) years following the effective date of this Compact, either party to this Compact may request renegotiation of the scope of coverage of subdivision (b). (g) This section shall not apply to members of the Tribal Gaming Agency. Sec. 6.4.4. Gaming Resource Suppliers. (a) Every Gaming Resource Supplier shall be licensed by the Tribal Gaming Agency prior to the sale, lease, or distribution, or further sale, lease, or distribution, of any Gaming Resources to or in connection with the Tribe’s Gaming Operation or Gaming Facility. Unless the Tribal Gaming Agency licenses the Gaming Resource Supplier pursuant to subdivision (d), the Gaming Resource Supplier shall also apply to, and the Tribe shall require it to apply to, the State Gaming Agency for a determination of suitability at least thirty (30) days, unless such thirty (30) days is shortened by the Tribal Gaming 35 Agency, prior to the sale, lease, or distribution, or further sale, lease, or distribution, of any Gaming Resources to or in connection with the Tribe’s Gaming Operation or Gaming Facility, except that for Gaming Devices the period specified under section 7.1, subdivision (a), shall govern. The period during which a determination of suitability as a Gaming Resource Supplier is valid expires on the earlier of (i) the date two (2) years following the date on which the determination is issued, unless a different expiration date is specified by the State Gaming Agency, or (ii) the date of its revocation by the State Gaming Agency. If the State Gaming Agency denies or revokes a determination of suitability, the Tribal Gaming Agency shall immediately deny or revoke the license and shall not reissue any license to that Gaming Resource Supplier unless and until the State Gaming Agency makes a determination that the Gaming Resource Supplier is suitable. The license and determination of suitability shall be reviewed at least every two (2) years for continuing compliance. For purposes of section 6.5.2, such a review shall be deemed to constitute an application for renewal. In connection with such a review, the Tribal Gaming Agency shall require the Gaming Resource Supplier to update all information provided in the previous application. (b) Any agreement between the Tribe and a Gaming Resource Supplier shall include a provision for its termination without further liability on the part of the Tribe, except for the bona fide payment of all outstanding sums (exclusive of interest) owed as of, or payment for services or materials received up to, the date of termination, upon revocation or non-renewal of the Gaming Resource Supplier’s license by the Tribal Gaming Agency based on a determination of unsuitability by the State Gaming Agency. Except as set forth above, the Tribe shall not enter into, or continue to make payments to a Gaming Resource Supplier pursuant to, any contract or agreement for the provision of Gaming Resources with any person or entity whose application to the State Gaming Agency for a determination of suitability has been denied or revoked or whose determination of suitability has expired without renewal. (c) Notwithstanding subdivision (a), the Tribal Gaming Agency may license a Management Contractor for a period of no more than seven (7) years, but the Management Contractor must still apply for renewal 36 of a determination of suitability by the State Gaming Agency at least every two (2) years and where the State Gaming Agency denies or revokes a determination of suitability, the Tribal Gaming Agency shall immediately deny or revoke the license and shall not reissue any license to that Management Contractor unless and until the State Gaming Agency makes a determination that the Management Contractor is suitable. Subject to IGRA, and except where the Management Contractor has been found unsuitable, nothing in this subdivision shall be construed to bar the Tribal Gaming Agency from issuing additional new licenses, renewing or extending any license to the same Management Contractor following or in anticipation of the expiration of a seven (7)-year license. (d) The Tribal Gaming Agency may elect to license a person or entity as a Gaming Resource Supplier without requiring it to apply to the State Gaming Agency for a determination of suitability under subdivision (a) if the Gaming Resource Supplier has already been issued a determination of suitability that is then valid. In that case, the Tribal Gaming Agency shall immediately notify the State Gaming Agency of its licensure of the person or entity as a Gaming Resource Supplier, and shall identify in its notification the State Gaming Agency determination of suitability on which the Tribal Gaming Agency has relied in proceeding under this subdivision (d). Subject to the Tribal Gaming Agency’s compliance with the requirements of this subdivision, a Gaming Resource Supplier licensed under this subdivision may, during and only during the period in which the determination of suitability remains valid, engage in the sale, lease, or distribution of Gaming Resources to or in connection with the Tribe’s Gaming Operation or Facility, without applying to the State Gaming Agency for a determination of suitability. The issuance of a license under this subdivision is in all cases subject to any later determination by the State Gaming Agency that the Gaming Resource Supplier is not suitable or to a tribal gaming license suspension or revocation pursuant to section 6.5.1, and does not extend the time during which the determination of suitability relied on by the Tribal Gaming Agency is valid. A license issued under this subdivision expires upon the revocation or expiration of the determination of suitability relied on by the Tribal Gaming Agency. Nothing in this subdivision affects the obligations of the Tribal Gaming Agency, or of the Gaming 37 Resource Supplier, under section 6.5.2 and section 6.5.6 of this Compact. (e) Except where subdivision (d) applies, within twenty-one (21) days of the issuance of a license to a Gaming Resource Supplier, the Tribal Gaming Agency shall transmit to the State Gaming Agency a copy of the license. All tribal license application materials and information received by the Tribal Gaming Agency from the Applicant that is not otherwise prohibited or restricted from disclosure under applicable state or federal law or regulation must be made available to the State Gaming Agency upon request. Sec. 6.4.5. Financial Sources. (a) Subject to subdivision (f) of this section 6.4.5, a Financial Source shall be licensed by the Tribal Gaming Agency prior to extending financing. (b) Every Financial Source required to be licensed by the Tribal Gaming Agency shall, contemporaneously with the filing of its tribal license application, apply to the State Gaming Agency for a determination of suitability. In the event the State Gaming Agency denies the determination of suitability, the Tribal Gaming Agency shall within thirty (30) days from State Gaming Agency notification deny or revoke the Financial Source’s license. (c) A license issued under this section shall be reviewed at least every two (2) years for continuing compliance. In connection with such a review, the Tribal Gaming Agency shall require the Financial Source to update all information provided in the previous application on renewal forms adopted by the Tribal Gaming Agency. For purposes of section 6.5.2, such a review shall be deemed to constitute an application for renewal. (d) Any agreement between the Tribe and a Financial Source shall include, and shall be deemed to include, a provision for its termination without further liability on the part of the Tribe, except for the bona fide repayment of all outstanding sums owed as of the date of termination upon revocation or non-renewal of the Financial Source’s license by the Tribal Gaming Agency based on a determination of unsuitability by the State Gaming Agency. The Tribe shall not enter 38 into, or continue to make payments pursuant to, any contract or agreement for the provision of financing with any Financial Source whose application to the State Gaming Agency for a determination of suitability has been denied or revoked or whose determination of suitability has expired without renewal. (e) A Gaming Resource Supplier who provides financing exclusively in connection with the provision, sale, or lease of Gaming Resources obtained from that Gaming Resource Supplier may be licensed solely in accordance with the licensing procedures applicable, if at all, to Gaming Resource Suppliers, and need not be separately licensed as a Financial Source under this section. Any entity that is permitted to be excluded from the licensing requirements of this section 4.5 under subdivision (h), may be also excluded from the licensing requirements of a Gaming Resource Supplier with respect to providing to the Gaming Facility or Gaming Operation services generally referred to as treasury management services (including, but not limited to, check cashing, vault services, ATMs, interest rate hedging, and receivables and payables services, whether or not a financing is extended in connection therewith). (f) The Tribal Gaming Agency may elect to license a person or entity as a Financial Source without requiring it to apply to the State Gaming Agency for a determination of suitability under subdivision (b) if the Financial Source has already been issued a determination of suitability that is then valid. In that case, the Tribal Gaming Agency shall immediately notify the State Gaming Agency of its licensure of the person or entity as a Financial Source, and shall identify in its notification the State Gaming Agency determination of suitability on which the Tribal Gaming Agency has relied in proceeding under this subdivision (f). Subject to the Tribal Gaming Agency’s compliance with the requirements of this subdivision, a Financial Source licensed under this subdivision may, during and only during the period in which the determination of suitability remains valid, engage in financing in connection with the Tribe’s Gaming Operation or Facility, without applying to the State Gaming Agency for a determination of suitability. The issuance of a license under this subdivision is in all cases subject to any later determination by the State Gaming Agency that the Financial Source is not suitable or to a tribal gaming license suspension or revocation pursuant to section 39 6.5.1, and does not extend the time during which the determination of suitability relied on by the Tribal Gaming Agency is valid. A license issued under this subdivision expires upon the revocation or expiration of the determination of suitability relied on by the Tribal Gaming Agency. Nothing in this subdivision affects the obligations of the Tribal Gaming Agency, or of the Financial Source, under section 6.5.2 and section 6.5.6 of this Compact. (g) Except where subdivision (f) applies, within twenty-one (21) days of the issuance of a license to a Financial Source, the Tribal Gaming Agency shall transmit to the State Gaming Agency a copy of the license. Upon issuance of a license, the Tribal Gaming Agency shall direct the licensee to transmit to the State Gaming Agency a copy of all license application materials and information submitted to the Tribal Gaming Agency within twenty-one (21) days. (h) (1) The Tribal Gaming Agency may, at its discretion, exclude from the licensing requirements of this section, the following Financial Sources under the circumstances stated. (A) A federally-regulated or state-regulated bank, savings and loan association, or other federally- or state-regulated lending institution and any fund or other investment vehicle, including, without limitation, a bond indenture or syndicated loan, which is administered or managed by any such entity. (B) Any entity described in the Commission’s Uniform Statewide Tribal Gaming Regulation CGCC-2, subdivision (f) (as in effect on the date the parties execute this Compact), when that entity is a Financial Source solely by reason of being (i) a purchaser or a holder of debt securities or other forms of indebtedness issued directly or indirectly by the Tribe for a Gaming Facility or for the Gaming Operation or (ii) the owner of a participation interest in any amount of indebtedness for which a Financial Source described in subdivision (h)(1)(A), or any fund or other investment vehicle which is administered or managed by any such Financial Source, is the creditor. 40 (2) (C) An investor who, alone or together with any person(s) controlling, controlled by or under common control with such investor, holds less than ten percent (10%) of all outstanding debt securities issued directly or indirectly by the Tribe for a Gaming Facility or for the Gaming Operation. (D) An agency of the federal, the State, the Tribe, or local government providing financing, together with any person purchasing any debt securities or other forms of indebtedness of the agency to provide such financing. (E) A real estate investment trust, as defined in 26 U.S.C. § 856(a), that is publicly traded on a stock exchange, registered with the Securities and Exchange Commission, and subject to regulatory oversight of the Securities and Exchange Commission. (F) An entity or category of entities that the State Gaming Agency and the Tribal Gaming Agency jointly determine can be excluded from the licensing requirements of this section without posing a threat to the public interest or the integrity of the Gaming Operation. In any case where the Tribal Gaming Agency elects to exclude a Financial Source from the licensing requirements of this section, the Tribal Gaming Agency shall give thirty (30) days’, unless otherwise agreed to by the State Gaming Agency, advance notice of any extension of financing by the Financial Source in connection with the Tribe’s Gaming Operation or Facility, and upon request of the State Gaming Agency, shall provide it with all documentation supporting the Tribal Gaming Agency’s exclusion of the Financial Source from the licensing requirements of this section. The Tribal Gaming Agency and the State Gaming Agency shall confer and make good-faith efforts to promptly resolve any dispute regarding the Tribal Gaming Agency’s decision to exclude a Financial Source from the licensing requirements of this section. Any dispute regarding a decision to exclude a Financial Source from the licensing requirements of this section that cannot promptly be resolved by the Tribal Gaming Agency and the State Gaming 41 Agency shall be resolved through the dispute resolution provisions in section 13.0. (i) (3) Notwithstanding subdivision (h)(1), the Tribal Gaming Agency and the State Gaming Agency shall work collaboratively to resolve any reasonable concerns regarding the ongoing excludability of an individual or entity as a Financial Source. Any dispute between the Tribal Gaming Agency and the State Gaming Agency pertaining to the excludability of an individual or entity as a Financial Source shall be resolved by the dispute resolution provisions in section 13.0. (4) The following are not Financial Sources for purposes of this section. (A) An entity identified by Regulation CGCC-2, subdivision (h) (as in effect on July 1, 2006) of the California Gambling Control Commission. (B) A person or entity whose sole connection with a provision or extension of financing to the Tribe is to provide loan brokerage or debt servicing for a Financial Source at no cost to the Tribe or the Gaming Operation, provided that no portion of any financing provided is an extension of credit to the Tribe or the Gaming Operation by that person or entity. (C) A person or entity that the State Gaming Agency has determined does not require licensure pursuant to any process the State Gaming Agency deems necessary due to the nature of financing services provided, the existence of current and effective federal or state agency oversight or licensure, attenuated interests of the person or entity as passive investors without the ability to exert significant influence over the Gaming Operation, or other grounds that alleviate the need for licensure that, subject to its responsibilities under state law, the State Gaming Agency determines are appropriate. In recognition of changing financial circumstances, this section shall be subject to good faith renegotiation upon request of either party in 42 or after five (5) years from the effective date of this Compact; provided such renegotiation shall not retroactively affect transactions that have already taken place where the Financial Source has been excluded or exempted from licensing requirements. Sec. 6.4.6. Processing Tribal Gaming License Applications. (a) Each Applicant for a tribal gaming license shall submit the completed application along with the required information and an application fee, if required, to the Tribal Gaming Agency in accordance with the rules and regulations of that agency and the Gaming Ordinance. (b) At a minimum, the Tribal Gaming Agency shall require submission and consideration of all information required under IGRA, including part 556.4 of title 25 of the Code of Federal Regulations, for licensing primary management officials and key employees. (c) For Applicants that are business entities, these licensing provisions shall apply to the entity as well as: (i) each of its officers, limited liability company members, and directors; (ii) each of its principal management employees, including any chief executive officer, chief financial officer, chief operating officer, and general manager; (iii) each of its owners, or partners, if an unincorporated business; (iv) each of its shareholders who owns more than ten percent (10%) of the shares of the corporation, if a corporation, or who has a direct controlling interest in the Applicant; and (v) each person or entity (other than a Financial Source that the Tribal Gaming Agency has determined does not require a license under section 6.4.5) that, alone or in combination with others, has provided financing in connection with any Gaming Operation or Class III Gaming authorized under this Compact, if that person or entity provided more than ten percent (10%) of either the start-up capital or the operating capital, or of a combination thereof, over a twelve (12)-month period. For purposes of this subdivision, where there is any commonality of the characteristics identified in this section 6.4.6, subdivision (c)(i) through (c)(v), inclusive, between any two (2) or more entities, those entities may be deemed to be a single entity. For purposes of this subdivision, a direct controlling interest in the Applicant referred to in subdivision (c)(iv) excludes any passive investor or anyone who has an indirect or only a financial interest and does not have the ability to control, manage or direct the management decisions of the Applicant. 43 (d) Nothing herein precludes the Tribe or Tribal Gaming Agency from requiring more stringent licensing requirements. (e) In the event an Institutional Investor, as defined in subdivision (e)(2)(A), directly or indirectly holds shares of a corporation or membership interests in an Applicant or licensee or parent company of an Applicant or licensee through its Affiliates, as defined in subdivision (e)(2)(B), then the Tribal Gaming Agency may excuse such Institutional Investor from the Licensing requirements under section 6.0 to provide an application and submit to a background investigation, unless such Institutional Investor indirectly holds, through its Affiliates, more than fifteen (15%) of the issued and outstanding shares or membership interests of an Applicant or licensee, or parent company of an Applicant or licensee. (1) In any case where the Tribal Gaming Agency elects to excuse an Institutional Investor from the licensing requirements of section 6.0, the Tribal Gaming Agency shall provide the State Gaming Agency with the documentation supporting the Tribal Gaming Agency’s determination that the person or entity qualifies as an Institutional Investor and that excusing the entity from the licensing requirements of section 6.0 is in furtherance of the public interest. The Tribal Gaming Agency shall require the Institutional Investor to submit to the State Gaming Agency documentation identifying the persons and entities involved and the facts supporting the determination that the persons or entities qualify as an Institutional Investor, and agreeing to be bound by this Compact, the laws of the Tribe and the California Gambling Control Act. The Tribal Gaming Agency and the State Gaming Agency shall confer and make good-faith efforts to promptly resolve any dispute regarding the Tribal Gaming Agency’s decision to exclude an Institutional Investor from the licensing requirements of this section. Any dispute regarding a decision to exclude an Institutional Investor from the licensing requirements of this section that cannot be promptly resolved by the Tribal Gaming Agency and the State Gaming Agency shall be resolved through the dispute resolution provisions in section 13.0. (2) For purposes of this section, the following definitions shall apply: 44 (A) “Institutional Investor” means any: (i) bank as defined in section 3(a)(6) of the Federal Securities Exchange Act; (ii) banking, chartered, or licensed lending institution; (iii) insurance company as defined in section 2(a)(17) of the Investment Company Act of 1940, as amended; (iv) chartered or licensed life insurance company or property and casualty insurance company; (v) investment company registered under section 8 of the Investment Company Act of 1940, as amended; (vi) investment advisor registered under section 203 of the Investment Advisors Act of 1940, as amended; (vii) collective trust funds as defined in section 3(c)(11) of the Investment Company Act of 1940, as amended; (viii) closed end investment trust; (ix) employee benefit plan or pension fund that is subject to the Employee Retirement Income Security Act of 1974, as amended; (x) a state or federal government pension plan; or (xi) such other person that the Commission determines is an Institutional Investor that acquires voting or nonvoting units in the ordinary course of its investment business and holds those units for investment purposes only and not for the purpose of causing, directly or indirectly, the election of a majority of the board of directors or any change in the corporate charter, bylaws, management, policies, or operations of the business entity in which it holds those securities; and (B) “Affiliate” means, with respect to any specified person or entity, whether a natural person, trustee, or corporation, general partnership, limited partnership, limited liability company, limited liability partnership, trust, the state, business association, commission, instrumentality, firm, joint venture, governmental authority or otherwise (collectively, “Person”), any other Person that directly or indirectly, through one (1) or more intermediaries, controls, is or becomes controlled by, or is or comes under common control with the specified Person. For purposes of this definition, “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting 45 securities or other interests, by contract, governmental authority or otherwise. Sec. 6.4.7. Suitability Standard Regarding Gaming Licenses. (a) In reviewing an application for a tribal gaming license, and in addition to any standards set forth in the Gaming Ordinance, the Tribal Gaming Agency shall consider whether issuance of the license is inimical to public health, safety, or welfare, and whether issuance of the license will undermine public trust that the Tribe’s Gaming Operation is free from criminal and dishonest elements and would be conducted honestly. (b) A license may not be issued unless, based on all information and documents submitted, the Tribal Gaming Agency is satisfied that the Applicant, and in the case of an entity, each individual identified in section 6.4.6, meets all the following requirements: (1) The person is of good character, honesty, and integrity. (2) The person’s prior activities, criminal record (if any), reputation, habits, and associations do not pose a threat to the public interest or to the effective regulation and control of gaming, or create or enhance the dangers of unsuitable, unfair, or illegal practices, methods, or activities in the conduct of gaming, or in the carrying on of business and financial arrangements incidental thereto. (3) The person is in all other respects qualified to be licensed as provided, and meets the criteria established in this Compact, IGRA, NIGC regulations, the Gaming Ordinance, and any other criteria adopted by the Tribal Gaming Agency or the Tribe; provided, however, an Applicant shall not be found to be unsuitable solely on the ground that the Applicant was an employee of a tribal gaming operation in California that was conducted prior to May 16, 2000. Sec. 6.4.8. Background Investigations of Applicants. (a) The Tribal Gaming Agency shall conduct or cause to be conducted all necessary background investigations reasonably required to determine that the Applicant is qualified for a gaming license under the 46 standards set forth in section 6.4.7, and to fulfill all applicable requirements for licensing under IGRA, NIGC regulations, the Gaming Ordinance, and this Compact. The Tribal Gaming Agency shall not issue a gaming license, other than a temporary license pursuant to section 6.4.9, until a determination is made that those qualifications have been met. (b) In lieu of completing its own background investigation, and to the extent that doing so does not conflict with or violate IGRA or the Tribe’s Gaming Ordinance, the Tribal Gaming Agency may contract with the State Gaming Agency for the conduct of background investigations, may rely on a State determination of suitability previously issued under a Class III Gaming compact or Secretarial Procedures involving another tribe and the State, or may rely on a State Gaming Agency license previously issued to the Applicant, to fulfill some or all of the Tribal Gaming Agency’s background investigation obligations. (c) An Applicant for a tribal gaming license shall be required to provide releases to the State Gaming Agency to make available to the Tribal Gaming Agency background information regarding the Applicant. The State Gaming Agency shall cooperate in furnishing to the Tribal Gaming Agency that information, unless doing so would violate state or federal law, would violate any agreement the State Gaming Agency has with a source of the information other than the Applicant, or would impair or impede a criminal investigation, or unless the Tribal Gaming Agency cannot provide sufficient safeguards to assure the State Gaming Agency that the information will remain confidential. (d) In lieu of obtaining summary criminal history information from the NIGC, the Tribal Gaming Agency may, pursuant to the provisions in subdivisions (d) through (i), obtain such information from the California Department of Justice. If the Tribe adopts an ordinance confirming that article 6 (commencing with section 11140) of chapter 1 of title 1 of part 4 of the California Penal Code is applicable to members, investigators, and staff of the Tribal Gaming Agency, and those members, investigators, and staff thereafter comply with that ordinance, then, for purposes of carrying out its obligations under this section, the Tribal Gaming Agency shall be eligible to be considered an entity entitled to request and receive state summary criminal 47 history information, within the meaning of subdivision (b)(13) of section 11105 of the California Penal Code. (e) The information received shall be used by the Tribal Gaming Agency solely for the purpose for which it was requested and shall not be reproduced for secondary dissemination to any other employment or licensing agency. The unauthorized access and misuse of criminal offender record information may affect an individual’s civil rights. Additionally, any person intentionally disclosing information obtained from personal or confidential records maintained by a state agency or from records within a system of records maintained by a government agency may be subject to prosecution. (f) For purposes of subdivision (d), the Tribal Gaming Agency shall submit to the California Department of Justice fingerprint images and related information required by the California Department of Justice of all Applicants, as defined by section 2.2, for the purposes of obtaining information as to the existence and content of a record of state or federal convictions and state or federal arrests and also information as to the existence and content of a record of state or federal arrests for which the California Department of Justice establishes that the person is free on bail or on his or her recognizance pending trial or appeal. (g) When received, the California Department of Justice shall forward to the Federal Bureau of Investigation requests for federal summary criminal history information received pursuant to this section. The California Department of Justice shall review the information returned from the Federal Bureau of Investigation and compile and disseminate a response to the Tribal Gaming Agency. (h) The California Department of Justice shall provide a state or federal level response to the Tribal Gaming Agency pursuant to California Penal Code section 11105, subdivision (p)(1). (i) The Tribal Gaming Agency shall request from the California Department of Justice subsequent notification service, as provided pursuant to section 11105.2 of the California Penal Code, for persons described in subdivision (f) above. 48 Sec. 6.4.9. Temporary Licensing of Gaming Employees. (a) If the Applicant has completed a license application in a manner satisfactory to the Tribal Gaming Agency, and that agency has conducted a preliminary background investigation, and the investigation or other information held by that agency does not indicate that the Applicant has a criminal history or other information in his or her background that would either automatically disqualify the Applicant from obtaining a tribal gaming license or cause a reasonable person to investigate further before issuing a license, or that the Applicant is otherwise unsuitable for licensing, the Tribal Gaming Agency may issue a temporary tribal gaming license and may impose such specific conditions thereon pending completion of the Applicant’s background investigation, as the Tribal Gaming Agency in its sole discretion shall determine. (b) Special fees may be required by the Tribal Gaming Agency to issue or maintain a temporary tribal gaming license. (c) A temporary tribal gaming license shall remain in effect until suspended or revoked, or a final determination is made on the application, or for a period of up to one (1) year, whichever comes first. (d) At any time after issuance of a temporary tribal gaming license, the Tribal Gaming Agency shall or may, as the case may be, suspend or revoke it in accordance with the provisions of sections 6.5.1 or 6.5.5, and the State Gaming Agency may request suspension or revocation before making a determination of unsuitability. (e) Nothing herein shall be construed to relieve the Tribe of any obligation under part 558 of title 25 of the Code of Federal Regulations. Sec. 6.5.0. Tribal Gaming License Issuance. Upon completion of the necessary background investigation, the Tribal Gaming Agency may issue a tribal gaming license on a conditional or unconditional basis. Nothing herein shall create a property or other right of an Applicant in an opportunity to be licensed, or in a tribal gaming license itself, both of which shall be considered to be privileges granted to the Applicant in the sole discretion of the Tribal Gaming Agency. 49 Sec. 6.5.1. Denial, Suspension, or Revocation of Licenses. (a) Any Applicant’s application for a tribal gaming license may be denied, and any license issued may be revoked, if the Tribal Gaming Agency determines that the application is incomplete or deficient, or if the Applicant is determined to be unsuitable or otherwise unqualified for a tribal gaming license. (b) Pending consideration of revocation, the Tribal Gaming Agency may suspend a tribal gaming license in accordance with section 6.5.5. (c) All rights to notice and hearing shall be governed by tribal law. The Applicant shall be notified in writing of the hearing and given notice of any intent to suspend or revoke the tribal gaming license. (d) Except as provided in subdivision (e), upon receipt of notice that the State Gaming Agency has determined that a person would be unsuitable for licensure in a gambling establishment subject to the jurisdiction of the State Gaming Agency, the Tribal Gaming Agency shall deny that person a tribal gaming license and promptly, and in no event more than thirty (30) days from the State Gaming Agency notification, revoke any tribal gaming license that has theretofore been issued to that person; provided that the Tribal Gaming Agency may, in its discretion, reissue a tribal gaming license to the person following entry of a final judgment reversing the determination of the State Gaming Agency in a proceeding in state court between the Applicant and the State Gaming Agency conducted pursuant to section 1085 or 1094.5 of the California Code of Civil Procedure, as provided by the California Gambling Control Act. (e) Notwithstanding a determination of unsuitability by the State Gaming Agency, the Tribal Gaming Agency may, in its discretion, decline to revoke a tribal gaming license issued to a person employed by the Tribe pursuant to section 6.4.3, subdivision (e). Sec. 6.5.2. Renewal of Licenses; Extensions; Further Investigation. (a) Except as provided in section 6.4.4, subdivision (c), the term of a tribal gaming license shall not exceed two (2) years, and application for renewal of a license must be made prior to its expiration. Applicants for renewal of a license shall provide updated material, as 50 requested, on the appropriate renewal forms, but, at the discretion of the Tribal Gaming Agency, may not be required to resubmit historical data previously submitted or which is otherwise available to the Tribal Gaming Agency. At the discretion of the Tribal Gaming Agency, an additional background investigation may be required at any time if the Tribal Gaming Agency determines the need for further information concerning the Applicant’s continuing suitability or eligibility for a license. (b) Prior to renewing a license, the Tribal Gaming Agency shall deliver to the State Gaming Agency copies of all information and documents received in connection with the application for renewal of the tribal gaming license, which is not otherwise prohibited or restricted from disclosure under applicable federal law or regulation, for purposes of the State Gaming Agency’s consideration of renewal of its determination of suitability. (c) At the discretion of the State Gaming Agency, an additional background investigation may be required if the State Gaming Agency determines the need for further information [Text truncated at 120,000 characters. The full text is on the page linked above.] --- Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/tribal%3Ashingle_springs%3Aae07820d9cac9869. Public record. Not legal advice.