Additional Provisions Relating to Gaming Laws and Gaming Licenses. Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its applications for approval and shall take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate the businesses of Grantor and its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent to, and to cause each of its Subsidiaries to consent to such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consent, its consent may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shall, and shall cause its Subsidiaries to, assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 may be specifically enforced.
Appears in 1 contract
Samples: Security Agreement (Progressive Gaming International Corp)
Additional Provisions Relating to Gaming Laws and Gaming Licenses. (a) Each Grantor Pledgor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative the Collateral Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its file (and in any event within 5 Business Days) such applications for approval and shall use commercially reasonable efforts to take all other and further actions required by Administrative the Collateral Agent to assist Administrative Agent in obtaining obtain such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi applicable Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Collateral Agent, to operate continue operation of the businesses of Grantor the Borrower and its Subsidiaries under the Gaming Licenses held by it, or to acquire an hold its interest in any Person holding any such Gaming License related to the operations of any Pledgor pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18Article XIII, Administrative the Collateral Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, court of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction jurisdiction, authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor Pledgor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor Pledgor and its Subsidiaries. Each Grantor Pledgor hereby agrees to consent toauthorize, and to cause each of its Subsidiaries to consent to authorize such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor Pledgor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor Pledgor or any such Subsidiary shall refuse to so consentauthorize the transfer, its consent approval may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shallPledgor shall further use, and shall cause its Subsidiaries toto use, commercially reasonable efforts to assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this the Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor Pledgor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Pledged Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor Pledgor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor Pledgor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative the Collateral Agent’s realization of the value of the Pledged Collateral, that there is no adequate remedy at law for failure by each Grantor Pledgor to comply with the provisions of this Section 18 Article XIII and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 Article XIII may be specifically enforced.
(b) All rights, remedies, and powers provided in this Agreement and the other Loan Documents may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provision of the Gaming Laws and all provisions of this Agreement and the other Loan Documents are intended to be subject to all applicable mandatory provisions of the Gaming Laws and to be limited solely to the extent necessary to not render the provisions of this Agreement or the other Loan Documents invalid or unenforceable, in whole or in part. The Collateral Agent will timely apply for and receive all required approvals of the applicable Gaming Authority for the sale or other disposition of gaming equipment regulated by the Gaming Laws (including any such sale or disposition of gaming equipment consisting of slot machines, gaming tables, cards, dice, gaming chips, player tracking systems, and all other “gaming devices” (as such term or words of like import referring thereto are defined in the Gaming Laws), and “associated equipment” (as such term or words of like import referring thereto are defined in the Gaming Laws).
Appears in 1 contract
Additional Provisions Relating to Gaming Laws and Gaming Licenses. (a) Each Grantor Pledgor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative the Collateral Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its file (and in any event within 5 Business Days) such applications for approval and shall use commercially reasonable efforts to take all other and further actions required by Administrative the Collateral Agent to assist Administrative Agent in obtaining obtain such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi applicable Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Collateral Agent, to operate continue operation of the businesses of Grantor the Borrower and its Subsidiaries under the Gaming Licenses held by it, or to acquire an hold its interest in any Person holding any such Gaming License related to the operations of any Pledgor pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18Article XII, Administrative the Collateral Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, court of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction jurisdiction, authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor Pledgor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor Pledgor and its Subsidiaries. Each Grantor Pledgor hereby agrees to consent toauthorize, and to cause each of its Subsidiaries to consent to authorize such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor Pledgor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor Pledgor or any such Subsidiary shall refuse to so consentauthorize the transfer, its consent approval may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shallPledgor shall further use, and shall cause its Subsidiaries toto use, commercially reasonable efforts to assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this the Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor Pledgor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Pledged Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor Pledgor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor Pledgor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative the Collateral Agent’s realization of the value of the Pledged Collateral, that there is no adequate remedy at law for failure by each Grantor Pledgor to comply with the provisions of this Section 18 Article XII and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 Article XII may be specifically enforced.
(b) All rights, remedies, and powers provided in this Agreement and the other Loan Documents may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provision of the Gaming Laws and all provisions of this Agreement and the other Loan Documents are intended to be subject to all applicable mandatory provisions of the Gaming Laws and to be limited solely to the extent necessary to not render the provisions of this Agreement or the other Loan Documents invalid or unenforceable, in whole or in part. The Collateral Agent will timely apply for and receive all required approvals of the applicable Gaming Authority for the sale or other disposition of gaming equipment regulated by the Gaming Laws (including any such sale or disposition of gaming equipment consisting of slot machines, gaming tables, cards, dice, gaming chips, player tracking systems, and all other “gaming devices” (as such term or words of like import referring thereto are defined in the Gaming Laws), and “associated equipment” (as such term or words of like import referring thereto are defined in the Gaming Laws).
Appears in 1 contract
Additional Provisions Relating to Gaming Laws and Gaming Licenses. Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its applications for approval and shall take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate the businesses of Grantor and its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such the Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent to, and to cause each of its Subsidiaries to consent to such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consent, its consent may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shall, and shall cause its Subsidiaries to, assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 may be specifically enforced.
Appears in 1 contract
Samples: Security Agreement (Progressive Gaming International Corp)
Additional Provisions Relating to Gaming Laws and Gaming Licenses. Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its applications for approval and shall take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate the businesses of Grantor and its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor any or all Grantors or any of its their Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such each Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor Grantors for the purpose of preparing, signing, filing fling and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such the Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, Laws of a Gaming Authority, of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent to, and to cause each of its Subsidiaries to consent to such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consent, its consent may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shall, and shall cause its Subsidiaries to, assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Purchase Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or all Grantors or any of its their Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such each Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor Grantors for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 may be specifically enforced.
Appears in 1 contract
Samples: Security Agreement (Progressive Gaming International Corp)
Additional Provisions Relating to Gaming Laws and Gaming Licenses. (a) Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its immediately file such applications for approval and shall use commercially reasonable efforts to take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining obtain such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate continue operation of the businesses of Grantor Grantors and their Subsidiaries under the Gaming Licenses held by it, or its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 1817, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, court of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent toauthorize, and to cause each of its Subsidiaries to consent to authorize such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consentauthorize the transfer, its consent approval may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shallshall further use, and shall cause its Subsidiaries toto use, commercially reasonable efforts to assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 17 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 17 may be specifically enforced.
(b) All rights, remedies, and powers provided in this Agreement and the other Loan Documents may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provision of the Gaming Laws and all provisions of this Agreement and the other Loan Documents are intended to be subject to all applicable mandatory provisions of the Gaming Laws and to be limited solely to the extent necessary to not render the provisions of this Agreement or the other Loan Documents invalid or unenforceable, in whole or in part. Agent will timely apply for and receive all required approvals of the Nevada Gaming Authority for the sale or other disposition of gaming equipment regulated by the Gaming Laws (including any such sale or disposition of gaming equipment consisting of slot machines, gaming tables, cards, dice, gaming chips, player tracking systems, and all other “gaming devices” (as such term or words of like import referring thereto are defined in the Gaming Laws), and “associated equipment” (as such term or words of like import referring thereto are defined in the Gaming Laws).
Appears in 1 contract
Additional Provisions Relating to Gaming Laws and Gaming Licenses. Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its applications for approval and shall take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate the businesses of Grantor Issuer and its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 18, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such the Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, Laws of a Gaming Authority, of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent to, and to cause each of its Subsidiaries to consent to such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consent, its consent may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shall, and shall cause its Subsidiaries to, assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Purchase Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 may be specifically enforced.
Appears in 1 contract
Samples: Security Agreement (Progressive Gaming International Corp)
Additional Provisions Relating to Gaming Laws and Gaming Licenses. (a) Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at Administrative Agent’s request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its immediately file such applications for approval and shall use commercially reasonable efforts to take all other and further actions required by Administrative Agent to assist Administrative Agent in obtaining obtain such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate continue operation of the businesses of Grantor Borrowers and their Subsidiaries under the Gaming Licenses held by it, or its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 1817, Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, court of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent toauthorize, and to cause each of its Subsidiaries to consent to authorize such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consentauthorize the transfer, its consent approval may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shallshall further use, and shall cause its Subsidiaries toto use, commercially reasonable efforts to assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to Administrative Agent’s realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 17 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 17 may be specifically enforced.
(b) All rights, remedies, and powers provided in this Agreement and the other Loan Documents may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provision of the Gaming Laws and all provisions of this Agreement and the other Loan Documents are intended to be subject to all applicable mandatory provisions of the Gaming Laws and to be limited solely to the extent necessary to not render the provisions of this Agreement or the other Loan Documents invalid or unenforceable, in whole or in part. Agent will timely apply for and receive all required approvals of the Nevada Gaming Authority for the sale or other disposition of gaming equipment regulated by the Gaming Laws (including any such sale or disposition of gaming equipment consisting of slot machines, gaming tables, cards, dice, gaming chips, player tracking systems, and all other “gaming devices” (as such term or words of like import referring thereto are defined in the Gaming Laws), and “associated equipment” (as such term or words of like import referring thereto are defined in the Gaming Laws).
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Additional Provisions Relating to Gaming Laws and Gaming Licenses. (a) Each Grantor agrees that, upon the occurrence of and during the continuance of an Event of Default and at the Administrative Agent’s 's request, it will, and will cause each of its Subsidiaries to, promptly cooperate with the Administrative Agent with respect to the filing of its applications for approval and shall use commercially reasonable efforts to take all other and further actions required by the Administrative Agent to assist the Administrative Agent in obtaining such licenses and other approvals or consents of the Nevada Gaming Authorities, the Mississippi Gaming Authorities, and any other Governmental Authorities with jurisdiction as are necessary for the Administrative Agent, to operate the businesses of Grantor the Borrower and its Subsidiaries or to acquire an interest in any Person holding any such Gaming License pursuant to the Gaming Laws. In the event such Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes the Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. To enforce the provisions of this Section 188.01, the Administrative Agent is also empowered to request the appointment of a receiver or similar independent person to preserve and operate the business of such Grantor and its Subsidiaries from any court, or if applicable under the Gaming Laws, of a Gaming Authority, court of competent jurisdiction. Such receiver or similar person shall be instructed to seek from the applicable Nevada Gaming Authority or Mississippi Gaming Authority Authorities and any other Governmental Authorities with jurisdiction authorization pursuant to the Gaming Laws to continue operation of the businesses of each Grantor and its Subsidiaries under all necessary Gaming Licenses for the purpose of seeking a bona fide purchaser of the businesses of each Grantor and its Subsidiaries. Each Grantor hereby agrees to consent to, and to cause each of its Subsidiaries to consent to such an authorization pursuant to the Gaming Laws to continue the operation of the businesses of such Grantor and its Subsidiaries upon the request of the receiver so appointed and, if any Grantor or any such Subsidiary shall refuse to so consent, its consent may be required by the court. Upon the occurrence and continuance of an Event of Default, each Grantor shallshall further use, and shall cause its Subsidiaries toto use, commercially reasonable efforts to assist in obtaining approval of the applicable Nevada Gaming Authority or Mississippi Gaming Authority Authorities and any other Governmental Authorities with jurisdiction, if required, for any action or transactions contemplated by this Agreement or the Loan Credit Documents, including, preparation, execution, and filing with the applicable Nevada Gaming Authority or Mississippi Gaming Authority Authorities and any other Governmental Authorities with jurisdiction of any application or applications for authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under any Gaming License or transfer of control necessary or appropriate under the applicable Gaming Laws for approval of the transfer or assignment of any portion of the Collateral. In the event any Grantor or any of its Subsidiaries fails or refuses to cooperate with the Administrative Agent in filing such applications, such Grantor hereby irrevocably appoints and authorizes Administrative Agent as attorney in fact of such Grantor for the purpose of preparing, signing, filing and prosecuting to final action of the applicable Gaming Authorities any such applications. Each Grantor acknowledges that the authorization pursuant to the Gaming Laws for the receiver to continue the operation of the businesses of any Grantor and its Subsidiaries under the Gaming Licenses or for a transfer of control is integral to the Administrative Agent’s 's realization of the value of the Collateral, that there is no adequate remedy at law for failure by each Grantor to comply with the provisions of this Section 18 8.01 and that such failure would not be adequately compensable in damages, and therefore agrees that the agreements contained in this Section 18 8.01 may be specifically enforced.
(b) All rights, remedies, and powers provided in this Agreement and the other Credit Documents may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provision of the Gaming Laws and all provisions of this Agreement and the other Credit Documents are intended to be subject to all applicable mandatory provisions of the Gaming Laws and to be limited solely to the extent necessary to not render the provisions of this Agreement or the other Credit Documents invalid or unenforceable, in whole or in part. The Administrative Agent will timely apply for and receive all required approvals of the applicable Gaming Authorities for the sale or other disposition of gaming equipment regulated by the Gaming Laws (including any such sale or disposition of gaming equipment consisting of slot machines, gaming tables, cards, dice, gaming chips, player tracking systems, and all other "gaming devices" (as such term or words of like import referring thereto are defined in the Gaming Laws), and "associated equipment" (as such term or words of like import referring thereto are defined in the Gaming Laws).
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Samples: Guaranty and Security Agreement (Galaxy Gaming, Inc.)