Common use of Casino Manager Clause in Contracts

Casino Manager. Neither JCC Holding nor the Company will permit any Person, other than Harrxx'x Xxxagement Company, to act as the "manager" or in a similar capacity with respect to the Casino, provided, that (A) any other Wholly-Owned Subsidiary of HET may be substituted for Harrxx'x Xxxagement Company as the casino manager so long as at least 30 days prior written notice thereof has been given to the Trustee and the Holders and, during the 30 days after the giving of such notice, neither the Trustee nor the Required Holders have objected in writing to the substitution, and no Default or Event of Default exists at the time of such substitution, and (B) the "manager" of the Casino may be replaced pursuant to a Permitted Termination; provided further, that in the event of any replacement of a manager pursuant to the preceding proviso, (i) all necessary regulatory and other approvals (including, without limitation, all approvals required of any relevant Gaming Authorities) shall have been obtained in connection with such substitution, (ii) after giving effect to the substitution, there shall be no conflict with any applicable law, rule, regulation or contract applicable to JCC Holding or its Subsidiaries, the Casino or the new manager, and (iii) any successor manager shall have assumed all obligations pursuant to all relevant contracts (including, without limitation, the Management Agreement and the Manager Subordination Agreement) pursuant to documentation in form and substance reasonably satisfactory to the Trustee.

Appears in 3 contracts

Samples: Rights Agreement (Jazz Casino Co LLC), Rights Agreement (Jazz Casino Co LLC), Rights Agreement (JCC Holding Co)

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Casino Manager. Neither JCC Holding nor the Company Borrower will permit any Person, other than Harrxx'x Xxxagement CompanyXxxxxx'x Management, to act as the "manager" or in a similar capacity with respect to the Casino, providedprovided that, that (A) any other Wholly-Owned Subsidiary of HET reasonably satisfactory to the Administrative Agent and the Required Banks may be substituted for Harrxx'x Xxxagement Company Xxxxxx'x Management as the casino manager so long as (i) at least 30 days prior written notice thereof has been given to the Trustee Administrative Agent and the Holders Banks and, during the 30 days after the giving of such notice, neither the Trustee Administrative Agent nor the Required Holders Banks have objected in writing to the substitution, and (ii) no Default or Event of Default exists at the time of such substitution, and (B) the "manager" of the Casino may be replaced pursuant to a Permitted Termination; provided further, that in the event of any replacement of a manager pursuant to the preceding proviso, (iiii) all necessary regulatory and other approvals (including, without limitation, all approvals required of any relevant Gaming Authorities) shall have been are obtained in connection with such substitution, (iiiv) after giving effect to the substitution, there shall be is no conflict with any applicable law, rule, regulation or contract applicable to JCC Holding or its Subsidiaries, the Casino or the new manager, and (iiiv) any successor manager to Xxxxxx'x Management shall have assumed all of its obligations pursuant to all relevant contracts (including, without limitation, the Management Agreement and the Manager Subordination Agreement) pursuant to documentation in form and substance reasonably satisfactory to the TrusteeAdministrative Agent and (vi) the Administrative Agent shall have received such opinions of counsel with respect to the foregoing and otherwise relating to the substitution as shall have been reasonably requested by the Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (JCC Holding Co)

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