Additional Capital Contributions; Advances from Nevada Gold. (a) In the event the Company requires financing to fund Cost Budget Overruns for the Tioga Downs Complex and/or the Xxxxxx Xxxxx Complex or operating deficits of the Company, then, the Board may elect to require (i) additional Capital Contributions by the Members or (ii) in the case of Cost Budget Overruns, advances from Nevada Gold in accordance with Section 7.2(b), but only on the terms and conditions set forth in Section 7.2(b).
(b) If all guaranty, contribution, reimbursement and indemnity obligations of Nevada Gold have been released, and the First Lien Lenders have not required Nevada Gold to provide the Nevada Gold Guarantee, or if the First Lien Lenders have required Nevada Gold to provide the Nevada Gold Guarantee but permit all or a portion of it to be used to fund Cost Budget Overruns (but not operating deficits) for the Tioga Downs Complex and/or the Xxxxxx Xxxxx Complex, then Nevada Gold shall provide financing to the Company up to the Permitted Amount to fund Cost Budget Overruns for the Tioga Downs Complex and/or the Xxxxxx Xxxxx Complex. Any and all such advances of the Permitted Amount shall be evidenced by Subordinated Notes and shall be on the same terms as described in Section 5.1. Notwithstanding the foregoing, for purposes of this Section 7.2(b), Cost Budget Overruns shall not include any design changes or changes in the construction work including through the use of change orders, which are not required by law.
(c) If (i) there shall exist any operating deficits or Cost Budget Overruns (but, in the case of Cost Budget Overruns, only if Nevada Gold has already advanced the Permitted Amount to the Company pursuant to Section 7.2(b)) and (ii) the Board has elected to require the Members to make additional Capital Contributions in accordance with Section 4.1(d)(iv), the Company shall give written notice (a “Contribution Notice”) of such Cost Budget Overruns or operating deficits to all of the Members, which Contribution Notice shall summarize, with reasonable particularity, the specific Cost Budget Overruns or operating deficits, as the case may be, the Company’s actual and projected cash obligations, cash on hand, the projected sources and amounts of future cash flow, the number of Units to be issued and sold in connection with such required additional Capital Contributions and the Price Per Unit for each such Unit to be issued, and which Contribution Notice shall also specify a contribution date (“Contribution Date”) (which shall not b...
