Common use of Committed Loans-General Clause in Contracts

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, (iv) in the case of a LIBOR Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers hereby agree to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (d) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any applicable Interest Period, and that Revolving Lender's Pro Rata Share of the Loan. (e) Not later than 11:00 a.m., Los Angeles time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (f) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (g) The Committed Advances made by each Revolving Lender under the Revolving Commitment shall be evidenced by that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (h) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Period for any LIBOR Loan, then on the last day of such Interest Period, such LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to the Maturity Date, each Revolving Lender Bank shall, pro rata according to that Revolving LenderBank's Pro Rata Share of the then applicable Revolving Line Commitment, make Committed Advances to Borrower or to any Co-Borrower Borrowers under the Revolving Line Commitment in Dollars in such amounts as Borrower or any Co-Borrower Borrowers may request that (i) do not result in the sum of aggregate principal amount outstanding under the Indebtedness evidenced by the Committed Revolving Line Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with all amounts requested thereunder) plus the proceeds Letter of such AdvancesCredit Exposure plus the aggregate amount of Swing Loans outstanding being in excess of the lesser of (i) exceeding the then effective Revolving Commitment, and Line Commitment or (ii) the Borrowing Base; provided that in the case all events no Default or Event of Committed Default shall have occurred and be continuing and all conditions to Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrowerhereunder shall have been satisfied. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Line Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject The obligation of each Bank to the terms make Advances in accordance with its Commitment is several, and conditions set forth in this Agreement, on the Closing Date, each Term Lender not joint and several; and no Bank shall make an Advance be obligated to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance advance more than its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or notwithstanding the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess default of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penaltyany other Bank. (c) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Rate Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerBorrowers, in which case Borrower or the relevant Co-Borrower Borrowers shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower or the relevant Co-BorrowerBorrowers, and Borrower and the Co-Borrowers hereby agree to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (d) Promptly following receipt of a Request for Loan in respect of or a Revolving telephonic request for Loan, the Administrative Agent shall (by the end of business on the same day that the request was received) notify each Revolving Lender Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any the applicable Interest Period, and that Revolving LenderBank's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m.12:00 noon, Los Angeles California time, on the date specified for any Committed Loan (which must be a Business Banking Day), each Lender having a Pro Rata Share of the relevant Commitment Bank shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fe) Unless the Requisite Lenders Banks otherwise consent, each Committed Alternate Base Rate Loan shall be not less than $1,000,000, each LIBOR Rate Loan shall be not less than $2,000,000 and all Loans shall be in an integral multiple of $1,000,000 which is not less than $5,000,000100,000. (gf) The Committed Advances made by each Revolving Lender Bank under the Revolving Line Commitment shall be evidenced by that LenderBank's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Line Note. (hg) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Period for any LIBOR Rate Loan, then on the last day of such Interest Period, such LIBOR Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Banking Day immediately prior to the Maturity Date, each Revolving Lender Bank shall, pro rata according to that Revolving LenderBank's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum Outstanding Obligations being in excess of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Co- Borrower. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender Bank under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such and each Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers hereby agree agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any applicable Interest Eurodollar Period, and that Revolving LenderBank's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Banking Day), each Lender having a Pro Rata Share of the relevant Commitment Bank shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Co- Borrower. (fd) Unless the Requisite Lenders Banks otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment Bank shall be evidenced by that LenderBank's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Advance Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Eurodollar Period for any LIBOR Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such LIBOR Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (jh) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the LendersBanks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan Loan.

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Banking Day immediately prior to the Maturity Date, each Revolving Lender Bank shall, pro rata according to that Revolving LenderBank's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum Outstanding Obligations being in excess of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Co- Borrower. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender Bank under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (cb) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers hereby agree agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any applicable Interest Eurodollar Period, and that Revolving LenderBank's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Banking Day), each Lender having a Pro Rata Share of the relevant Commitment Bank shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Co- Borrower. (fd) Unless the Requisite Lenders Banks otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment Bank shall be evidenced by that LenderBank's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Advance Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Eurodollar Period for any LIBOR Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such LIBOR Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (jh) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the LendersBanks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Effective Date through the Business Day immediately prior to (but excluding) the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share ’s Applicable Percentage of the then applicable Revolving Aggregate Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars to Borrowers in such amounts as Borrower or any Co-Borrower may request that provided that: (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding , the then effective Revolving Commitment, and Total Outstandings shall not exceed the Aggregate Commitments at any time; and (ii) in without the case consent of Committed Advances made all of the Lenders, the Total Outstandings of each Borrower hereafter designated as such pursuant to a Co-Section 2.9 shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower’s Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment Borrowers may be prepaid borrow, repay and reborrow under the Aggregate Commitments without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested requested: (i) date of such Loan, ; (ii) type of Loan, ; (iii) amount of such Loan, ; and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-a Borrower, and each Borrower hereby jointly and the Co-Borrowers hereby agree severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender of any Loan requested by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Revolving Loan, any the applicable Interest Period, and that Revolving Lender's Pro Rata Share ’s Applicable Percentage of the requested Loan. (e) . Not later than 11:00 a.m.12:00 noon, Los Angeles Las Vegas local time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share Applicable Percentage of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment to each Borrower shall be evidenced by a Committed Advance Note issued by that Borrower and made payable to that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Committed Advance Notes of the relevant Borrower, then on the last day of such Interest Period, such LIBOR Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by such Committed Advance Notes to remain the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3.

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to and including the Maturity Date, each Revolving Lender Bank shall, pro rata according to that Revolving LenderBank's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances in Dollars to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after provided that, giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding , the then effective Revolving Outstanding Obligations shall not exceed the Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers which hereby agree agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any the applicable Interest Eurodollar Period, and that Revolving LenderBank's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Banking Day), each Lender having a Pro Rata Share of the relevant Commitment Bank shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders Banks otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment Bank shall be evidenced by that LenderBank's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Advance Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Committed Advance Notes, then on the last day of such Interest Period, such LIBOR Loan Borrower shall be automatically converted into a deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Sec- tion 3.1(f)(i), an Alternate Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Committed Advance Notes, to remain the same amountand, subject to Section 8.3, the Banks shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3. (jh) If a Committed Loan is to be made on the same date that another Committed Loan is due and payable: (i) , Borrower or the Lenders Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Committed Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Committed Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to the Maturity Date, each Revolving Lender Bank shall, pro rata according to that Revolving LenderBank's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving applicable Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify spe- cify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers which hereby agree agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any the applicable Interest Eurodollar Period, and that Revolving LenderBank's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California time, on the date specified for any Committed Loan (which must be a Business Banking Day), each Lender having a Pro Rata Share of the relevant Commitment Bank shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders Banks otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and not less than $5,000,00010,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment Bank shall be evidenced by that LenderBank's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Advance Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Committed Advance Notes, then on the last day of such Interest Period, such LIBOR Loan Borrower shall be automatically converted into a deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(f)(i), an Alternate Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand, subject to Section 8.3, the Banks shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3. (jh) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Lenders Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Effective Date through the Business Day immediately prior to (but excluding) the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share ’s Applicable Percentage of the then applicable Revolving Aggregate Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars to Borrowers in such amounts as Borrower or any Co-Borrower may request that provided that: (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding , the then effective Revolving Commitment, and Total Outstandings shall not exceed the Aggregate Commitments at any time; and (ii) in without the case consent of Committed Advances made all of the Lenders, the Total Outstandings of each Borrower hereafter designated as such pursuant to a Co-Section 2.9 shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower’s Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment Borrowers may be prepaid borrow, repay and reborrow under the Aggregate Commitments without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested requested: (i) date of such Loan, ; (ii) type of Loan, ; (iii) amount of such Loan, ; and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-a Borrower, and each Borrower hereby jointly and the Co-Borrowers hereby agree severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender of any Loan requested by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Revolving Loan, any the applicable Interest Period, and that Revolving Lender's Pro Rata Share ’s Applicable Percentage of the requested Loan. (e) . Not later than 11:00 a.m.12:00 noon, Los Angeles Las Vegas local time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share Applicable Percentage of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (f) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (g) The Committed Advances made by each Revolving Lender under the Revolving Commitment shall be evidenced by that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (h) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Period for any LIBOR Loan, then on the last day of such Interest Period, such LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, (iv) in the case of a LIBOR Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Co- Borrowers hereby agree to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (d) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any applicable Interest Period, and that Revolving Lender's Pro Rata Share of the Loan. (e) Not later than 11:00 a.m., Los Angeles Las Vegas time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (f) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (g) The Committed Advances made by each Revolving Lender under the Revolving Commitment shall be evidenced by that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (h) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Period for any LIBOR Loan, then on the last day of such Interest Period, such LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan Loan.

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to and including the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars to Borrowers in such amounts as Borrower or any Co-Borrower may request provided that (ia) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances, the aggregate principal amount of the outstanding Committed Loans shall not exceed the Commitment at any time, (b) exceeding without the then effective Revolving Commitmentconsent of all of the Lenders, the aggregate principal amount of the outstanding Committed Loans to Marina plus the outstanding principal amount of the loans outstanding to Marina under the Five Year Commitment shall not exceed Marina's Aggregate Sublimit at any time, and (iic) in without the case consent of all of the Lenders, the aggregate principal amount of the outstanding Committed Advances made Loans to a Co-each Borrower hereafter designated as such pursuant to Section 2.10 plus the outstanding principal amount of the loans outstanding to such Borrower under the Five Year Commitment shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower's Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Borrowers may borrow, repay and reborrow under the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-a Borrower, and each Borrower hereby jointly and the Co-Borrowers hereby agree severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Revolving Loan, any the applicable Interest Eurodollar Period, and that Revolving Lender's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment to each Borrower shall be evidenced by a Committed Advance Note issued by that Borrower and made payable to that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Committed Advance Notes of the relevant Borrower, then on the last day of such Interest Period, such LIBOR Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by its Committed Advance Notes to remain the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3.

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to and including the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars to Borrowers in such amounts as Borrower or any Co-Borrower may request provided that (ia) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances, the Outstanding Obligations shall not exceed the Commitment at any time, (b) exceeding without the then effective Revolving Commitmentconsent of all of the Lenders, the aggregate principal amount of the Outstanding Obligations of Marina plus the outstanding principal amount of the loans outstanding to Marina under the Short Term Commitment shall not exceed Marina's Aggregate Sublimit at any time, and (iic) in without the case consent of Committed Advances made all of the Lenders, the aggregate principal amount of the Outstanding Obligations of each Borrower hereafter designated as such pursuant to a Co-Section 2.10 PLUS the outstanding principal amount of the loans outstanding to such Borrower under the Short Term Commitment shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower's Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Borrowers may borrow, repay and reborrow under the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-a Borrower, and each Borrower hereby jointly and the Co-Borrowers hereby agree severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Revolving Loan, any the applicable Interest Eurodollar Period, and that Revolving Lender's Pro Rata Share of the Loan. (e) . Not later than 11:00 a.m., Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment to each Borrower shall be evidenced by a Committed Advance Note issued by that Borrower and made payable to that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Committed Advance Notes of the relevant Borrower, then on the last day of such Interest Period, such LIBOR Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(f)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by its Committed Advance Notes to remain the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3.

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Revolving Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of the Indebtedness evidenced by the Committed aggregate outstanding principal amount of Competitive Advances and Revolving Notes and the Competitive Revolving Notes Loans plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding the then effective Revolving Commitment, and (ii) in the case of Committed Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the aggregate outstanding principal amount of Term Notes Loans being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Loan consisting of Committed Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, (iv) in the case of a LIBOR Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower or the relevant Co-Borrower, and Borrower and the Co-Borrowers hereby agree to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting.. W02-WEST:LAR\400019853.8 (d) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Revolving Loan, any applicable Interest Period, and that Revolving Lender's Pro Rata Share of the Loan. (e) Not later than 11:00 a.m., Los Angeles Las Vegas time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (f) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (g) The Upon the request of any Revolving Lender made through the Administrative Agent, the Borrower and Co-Borrowers shall execute and deliver to such Revolving Lender (through the Administrative Agent) a Committed Revolving Note which shall evidence that Revolving Lender's Committed Advances made by each Revolving Lender under the Revolving Commitment Commitment. Upon the request of any Term Lender made through the Administrative Agent, the Borrower shall be evidenced by execute and deliver to such Term Lender (through the Administrative Agent) a Term Note which shall evidence that Term Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term NoteCommitment. (h) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Interest Period for any LIBOR Loan, then on the last day of such Interest Period, such LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan .Loan. W02-WEST:LAR\400019853.8

Committed Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Business Day immediately prior to (but excluding) the Maturity Date, each Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share Applicable Percentage of the then applicable Revolving Aggregate Commitment, make Committed Advances to Borrower or to any Co-Borrower under the Revolving Commitment in Dollars to Borrowers in such amounts as Borrower or any Co-Borrower may request that provided that: (i) do not result in the sum of the Indebtedness evidenced by the Committed Revolving Notes and the Competitive Revolving Notes plus the Letters of Credit Usage plus the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) exceeding , the then effective Revolving CommitmentTotal Outstandings shall not exceed the Aggregate Commitments at any time, and and (ii) in without the case consent of Committed Advances made all of the Lenders, the Total Outstandings of each Borrower hereafter designated as such pursuant to a Co-Section 2.9 shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower's Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Committed Advances by each Revolving Lender under its Pro Rata Share of the Revolving Commitment Borrowers may be prepaid borrow, repay and reborrow under the Aggregate Commitments without premium or penalty. The Administrative Agent shall promptly provide Borrower or the relevant Co-Borrower with a written report allocating the Obligations under the Revolving Commitment if requested by Borrower or such Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Term Lender shall make an Advance to Borrower or to any Co-Borrower under the Term Commitment in Dollars in the full amount of that Term Lender's Pro Rata Share of the Term Commitment. Thereafter, through the Business Day immediately prior to the Maturity Date, each Term Lender shall refinance its outstanding Advances, pro rata according to that Term Lender's Pro Rata Share of the then applicable Term Commitment, in such amounts as Borrower or the relevant Co-Borrower may request that do not result in the Indebtedness evidenced by the Term Notes being in excess of the then effective Term Commitment. No Term Loan which is repaid (rather than refinanced with the making of new Term Loans) may be reborrowed. Subject to the limitations set forth herein, the Advances by each Term Lender under its Pro Rata Share of the Term Commitment may be prepaid without premium or penalty. (c) Subject to the next sentence, each Committed Loan consisting of Committed Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested requested: (i) date of such Loan, , (ii) type of Loan, , (iii) amount of such Loan, and (iv) in the case of a LIBOR Eurodollar Rate Loan, the Interest Period for such Loan, and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower or the relevant Co-Borrower Borrowers to the contrary, a Loan consisting of Committed Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower or the relevant Co-a Borrower, and each Borrower hereby jointly and the Co-Borrowers hereby agree severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (dc) Promptly following receipt of a Request for Loan in respect of a Revolving Loan, the Administrative Agent shall notify each Revolving Lender of any Loan requested by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Revolving Loan, any the applicable Interest Period, and that Revolving Lender's Pro Rata Share Applicable Percentage of the requested Loan. (e) . Not later than 11:00 a.m.12:00 noon, Los Angeles California local time, on the date specified for any Committed Loan (which must be a Business Day), each Lender having a Pro Rata Share of the relevant Commitment shall make its Pro Rata Share Applicable Percentage of the Committed Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Committed Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (fd) Unless the Requisite Lenders otherwise consent, each Committed Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (ge) The Committed Advances made by each Revolving Lender under the Revolving Commitment to each Borrower shall be evidenced by a Committed Advance Note issued by that Borrower and made payable to that Lender's Committed Revolving Note, and the Committed Advances made by each Term Lender under the Term Commitment shall be evidenced by that Lender's Term Note. (hf) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(c2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Interest Period for any LIBOR Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes of the relevant Borrower, then on the last day of such Interest Period, such LIBOR Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by such Notes to remain the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Lenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3.