ASSISTANCE WITH GAMING APPROVALS Sample Clauses

ASSISTANCE WITH GAMING APPROVALS. (a) The Company will and will cause its Gaming Subsidiaries to assist the Purchaser and pay all expenses of the Purchaser (including fees of counsel) in obtaining all approvals of any Gaming Authority or other Governmental Body that are required by law, including, without limitation, the Gaming Laws, for or in connection with any action or transaction contemplated by the Transaction Documents, including any approvals required for the conversion of the Series D Preferred Stock.
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ASSISTANCE WITH GAMING APPROVALS. Each Assignor agrees to assist the Collateral Agent in obtaining all approvals of any Gaming Authority or other governmental authority that are required by law, including, without limitation, the Applicable Gaming Regulations, in connection with any action or transaction contemplated by this Agreement and, at the request of the Collateral Agent after and during an Event of Default, to prepare, sign and file with the appropriate Gaming Authority such Assignor's portion of any application for consent to the transfer of any Collateral necessary or appropriate under Applicable Gaming Regulations for approval by such Gaming Authority of any sale or transfer of such Collateral pursuant to the exercise of the Collateral Agent's (or Secured Creditors') remedies hereunder and under the Credit Documents.
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ASSISTANCE WITH GAMING APPROVALS. The Company and its Gaming -------------------------------- Subsidiaries agree to assist the Purchaser and any Holder in obtaining all approvals of any Gaming Authority or other Governmental Body that are required by law, including, without limitation, the Gaming Laws, for or in connection with any action or transaction contemplated by the Transaction Documents and, at the request of any Holder after and during an Event of Default, to prepare, sign and file with the appropriate Gaming Authorities the transferor's portion of any application for consent to the transfer of control thereof necessary or appropriate under the Gaming Laws for approval of any sale or transfer of any applicable pledged collateral consisting of the Capital Stock of the Gaming Subsidiaries pursuant to the exercise of the Holder's remedies hereunder and under the Transaction Documents. 77 SECURITIES PURCHASE AGREEMENT UNITS OF SENIOR DISCOUNT NOTES AND COMMON STOCK PURCHASE WARRANTS COMPANY SIGNATURE PAGE If this Agreement is satisfactory, please so indicate by signing the applicable attached signature page of this Agreement and delivering such counterpart to the Company whereupon this Agreement will become binding among the parties hereto in accordance with its terms. SILICON GAMING, INC., a California corporation By: _____________________________________________ Name: Xxxxxx X. Xxxxxxx Title: Vice President and Chief Financial Officer SECURITIES PURCHASE AGREEMENT FOR UNITS OF SENIOR DISCOUNT NOTES AND COMMON STOCK PURCHASE WARRANTS PURCHASER SIGNATURE PAGE Accepted and agreed as of the Aggregate Number and date first written above: Purchase Price of Units to be Purchased: B III CAPITAL PARTNERS, L.P., Number of Units: 300, $25,000,000, a Delaware limited partnership Comprised of: By: DDJ Capital III, LLC, Aggregate principal its General Partner amount of Senior Discount Notes By: DDJ Capital Management, LLC, to be Purchased: $30,000,000 its Manager Aggregate Number of Shares of Common Stock Purchase Warrants to By: ____________________________ be Purchased: 375,000 Name: Title: Member Purchase Price: $25,000,000 Address: c/o DDJ Capital Management, LLC Attn: Xxxxx Xxxxxxxxx Xxxxxxx 000 Xxxxxx Xxxxxx, Xxxxx 0 Xxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Telecopy: (000) 000-0000 Nominee (name in which the Units are to be registered, if different than name of Purchaser): Xxxxxxx Xxxxx & Company FFC: BIII Capital Partners, L.P. -------------------------------------------------------- ...
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Related to ASSISTANCE WITH GAMING APPROVALS

  • Gaming Approvals If a Gaming Approval Failure occurs, then this Agreement shall automatically terminate. Each Party shall use good faith, commercially reasonable efforts in order to timely obtain the Requisite Gaming Approvals that it must obtain for the Call Right Transaction, and the other Party shall use good faith, commercially reasonable efforts in order to assist such Party in its efforts to timely obtain such Requisite Gaming Approvals. If there is a dispute among the Parties as to whether good faith, commercially reasonable efforts were used throughout the Regulatory Period, such dispute shall be resolved in accordance with the procedures set forth in Section 6 hereof, and such matter shall be submitted to arbitration in accordance with the procedures set forth in Section 6 hereof within twenty (20) days after the expiration of the Regulatory Period. Each Party, at no material unreimbursed expense to such Party, agrees to reasonably cooperate with the other Party and use commercially reasonable efforts to provide Regulatory Approval Supporting Information that is reasonably requested by the other Party, in such Party’s efforts to obtain any necessary regulatory approvals (including, if necessary, Requisite Gaming Approvals).

  • Compliance With Laws and Approvals Observe and remain in compliance with all Applicable Laws and maintain in full force and effect all Governmental Approvals, in each case applicable to the conduct of its business except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • Approvals No authorization, approval or consent of any court, governmental body, regulatory agency, self-regulatory organization, or stock exchange or market or the stockholders of the Company is required to be obtained by the Company for the issuance and sale of the Securities to the Buyer as contemplated by this Agreement, except such authorizations, approvals and consents that have been obtained.

  • Regulatory Filings and Approvals Copies of all necessary governmental and third party approvals, registrations, and filings in respect of the transactions contemplated by this Agreement;

  • Permits and Approvals The Company and Buyer each agree to cooperate and use their commercially reasonable efforts to obtain, and shall as promptly as practicable prepare all registrations, filings and applications, requests and notices preliminary to, all approvals and Permits that may be necessary or which may be reasonably requested by Buyer to consummate the transactions contemplated by this Agreement.

  • Consents and Requisite Governmental Approvals; No Violations (a) No consent, approval or authorization of, or designation, declaration or filing with, any Governmental Entity is required on the part of TopCo or Merger Sub with respect to TopCo and Merger Sub’s execution, delivery or performance of its obligations under this Agreement or the Ancillary Documents to which it is or will be party or the consummation of the transactions contemplated hereby or by the Ancillary Documents, except for (i) the filing with the SEC of (A) the Registration Statement/Proxy Statement and the declaration of the effectiveness thereof by the SEC and (B) such reports under Section 13(a) or 15(d) of the Exchange Act as may be required in connection with this Agreement, the Ancillary Documents or the transactions contemplated by hereby or thereby, (ii) such filings with and approvals of Nasdaq to permit TopCo Ordinary Shares to be issued in accordance with this Agreement to be listed on Nasdaq, (iii) filing of the Merger Documents under the applicable law of the Cayman Islands, (iv) the approval and consent to be obtained by Merger Sub pursuant to Section 6.9, or (v) any consents, approvals, authorizations, designations, declarations, waivers or filings, the absence of which would not reasonably be expected to have a Company Material Adverse Effect.

  • Consents, Licenses and Approvals The Administrative Agent shall have received, with a counterpart for each Lender, a certificate of a Responsible Officer of the Borrower (i) attaching copies of all consents, authorizations and filings referred to in Section 5.4, and (ii) stating that such consents, licenses and filings are in full force and effect, and each such consent, authorization and filing shall be in form and substance satisfactory to the Administrative Agent.

  • Compliance with Law; Governmental Approvals Each of the Borrower, the other Loan Parties and the other Subsidiaries is in compliance with each Governmental Approval and all other Applicable Laws relating to it except for noncompliances which, and Governmental Approvals the failure to possess which, could not, individually or in the aggregate, reasonably be expected to cause a Default or Event of Default or have a Material Adverse Effect.

  • Additional Approvals Each Party will cooperate and use respectively all reasonable efforts to make all other registrations, filings and applications, to give all notices and to obtain as soon as practicable all governmental or other consents, transfers, approvals, orders, qualifications authorizations, permits and waivers, if any, and to do all other things necessary or desirable for the consummation of the transactions as contemplated hereby. Neither Party shall be required, however, to divest or out-license products or assets or materially change its business if doing so is a condition of obtaining approval under the HSR Act or other governmental approvals of the transactions contemplated by this Agreement.

  • Certain Approvals 19 Section 5.24

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