Common use of Compliance with Gaming Laws Clause in Contracts

Compliance with Gaming Laws. (a) Each of Harveys and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to Harveys' best knowledge), officers, persons performing management functions similar to officers and, to Harveys' best knowledge, partners hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under Harveys Gaming Laws, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), necessary to conduct the business and operations of Harveys and each of its Subsidiaries, each of which is in full force and effect in all material respects, except for such permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals the failure of which to hold would not, individually or in the aggregate, be reasonably likely to have a Harveys Material Adverse Effect (the "Harveys Permits") and no event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Harveys Permit that currently is in effect the loss of which either individually or in the aggregate would be reasonably likely to have a Harveys Material Adverse Effect. Each of Harveys and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to Harveys' best knowledge), officers, persons performing management functions similar to officers and, to Harveys' best knowledge, partners, are in compliance with the terms of the Harveys Permits, except for such failures to comply, which singly or in the aggregate, would not, individually or in the aggregate, be reasonably likely to have a Harveys Material Adverse Effect. Except as disclosed in the Harveys SEC Reports filed prior to the date of this Agreement, the businesses of Harveys and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Entity (including, without limitation, any Harveys Gaming Laws), except for possible violations which individually or in the aggregate do not and would not be reasonably likely to have a Harveys Material Adverse Effect. Harveys has received no notice of any investigation or review by any Governmental Entity with respect to Harveys or any of its Subsidiaries that is pending, and, to the best knowledge of Harveys, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Harveys Material Adverse Effect.

Compliance with Gaming Laws. (a) Each of Harveys Xxxxxx'x and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to HarveysXxxxxx'x' best knowledge), officers, persons performing management functions similar to officers and, to HarveysXxxxxx'x' best knowledge, partners partners, hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under Harveys the Xxxxxx'x Gaming Laws, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), Laws necessary to conduct the business and operations of Harveys Xxxxxx'x and each of its Subsidiaries, each of which is in full force and effect in all material respects, except for such permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals the failure of which to hold would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect (the "Harveys Xxxxxx'x Permits") and no event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Harveys Xxxxxx'x Permit that currently is in effect the loss of which either individually or in the aggregate would be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Each of Harveys Xxxxxx'x and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to HarveysXxxxxx'x' best knowledge), officers, persons performing management functions similar to officers and, to HarveysXxxxxx'x' best knowledge, partners, are in compliance with the terms of the Harveys Xxxxxx'x Permits, except for such failures to comply, which singly or in the aggregate, would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Except as disclosed in the Harveys forms, reports, and documents required to be filed by Xxxxxx'x with the SEC Reports filed prior to the date of this Agreement, the businesses of Harveys Xxxxxx'x and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Entity (including, without limitation, any Harveys Xxxxxx'x Gaming Laws)Law, except for possible violations which individually or in the aggregate do not and would not be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Harveys Xxxxxx'x has received no notice of any investigation or review by any Governmental Entity under any Xxxxxx'x Gaming Law with respect to Harveys Xxxxxx'x or any of its Subsidiaries that is pending, and, to the best knowledge of HarveysXxxxxx'x, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect.

Compliance with Gaming Laws. (a) Each of Harveys Harrah's and its Subsidiaries, and each axx xxxx of their respective directors (but with respect to non-employee directors, only to HarveysHarrah's' best knowledge), officersofficxxx, persons xxxsons performing management functions similar to officers and, to HarveysHarrah's' best knowledge, partners hold partnexx, xxxx all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under Harveys the Harrah's Gaming Laws, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), Laws necessary to conduct tx xxxxxxt the business and operations of Harveys Harrah's and each of its SubsidiariesSubsidixxxxx, each xach of which is in full force and effect in all material respects, except for such permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals the failure of which to hold would not, individually or in the aggregate, be reasonably likely to have a Harveys Harrah's Material Adverse Effect (the xxx "Harveys Xarrah's Permits") and no event has occurred xxx xxxxrred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Harveys Harrah's Permit that currently is in effect ix xx xxxect the loss of which either individually or in the aggregate would be reasonably likely to have a Harveys Harrah's Material Adverse Effect. Each Xxxx of Harveys Harrah's and its Subsidiaries, and each axx xxxx of their respective directors (but with respect to non-non- employee directors, only to HarveysHarrah's' best knowledge), officersofficxxx, persons xxxsons performing management functions similar to officers and, to HarveysHarrah's' best knowledge, partnerspartnexx, are xxx in compliance with the terms of the Harveys Harrah's Permits, except for such failures sucx xxxxxxes to comply, which singly or in the aggregate, would not, individually or in the aggregate, be reasonably likely to have a Harveys Harrah's Material Adverse Effect. Except Xxxxxt as disclosed in the Harveys forms, reports, and documents required to be filed by Harrah's with the SEC Reports since Januxxx 0, 0995 and filed prior to the date of this Agreement, the businesses of Harveys Harrah's and its Subsidiaries are not being arx xxx xxing conducted in violation of any law, ordinance or regulation of any Governmental Entity (including, without limitation, any Harveys Harrah's Gaming Laws)Law, except for possible xxxxxxxx violations which individually or in the aggregate do not and would not be reasonably likely to have a Harveys Harrah's Material Adverse Effect. Harveys has received no notice of any investigation Xx xxvestigation or review by any Governmental Entity under any Harrah's Gaming Law with respect to Harveys xx Xxxxah's or any of its Subsidiaries that is pendingSubsidiarxxx xx xending, andor, to the best knowledge of HarveysHarrah's, no investigation or review is threatened, nor has any Governmental anx Xxxxxxmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Harveys Harrah's Material Adverse Effect. (b) The term "Harrah's Gaming Laws" means any Xxxxxxx, state, local or foreign statute, ordinance, rule, regulation, permit, consent, registration, finding of suitability, approval, license, judgment, order, decree, injunction or other authorization, including any condition or limitation placed thereon, governing or relating to the current or contemplated casino and gaming activities and operations of Harrah's or any of its Subsidiarxxx, xxxluding, without limitation, the Nevada Gaming Control Act and the rules and regulations promulgated thereunder, the Clark County, Nevada Code and thx xxxes and regulations promulgated thereunder, the Douglas County, Nevada Code and xxx xxxes and regulations promulgated thereunder, the Louisiana Economic Development and Gaming Act and the rules and regulations promulgated thereunder, the Louisiana Riverboat Economic Gaming Control Act and the rules and regulations promulgated thereunder, the New Jersey Casino Control Act and the rules and regulations promulgated thereunder, the Casino Control Act of 1990 (New Zealand) and the rules and regulations promulgated thereunder, the Illinois Riverboat Gambling Act and the rules and regulations promulgated thereunder, the Mississippi Gaming Control Act and the rules and regulations promulgated thereunder, the Missouri Riverboat Gambling Act and the rules and regulations promulgated thereunder, the Indian Gaming Regulatory Act of 1988 and the rules and regulations promulgated thereunder, any state-tribal gaming compact and any applicable state gaming law and any federal or state laws relating to currency transactions.

Compliance with Gaming Laws. (a) Each Section 3.19.1 To the Company's knowledge, and except for such matters for which the Management Company has sole responsibility pursuant to the Management Agreement, each of Harveys the Company and its the Company Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to Harveys' best knowledge), officers, persons performing management functions similar to officers and, to Harveys' best the Company's knowledge, partners hold partners, is in possession of all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including but not limited to all authorizations under Harveys the Company Gaming Laws, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), necessary for the Company and the Company Subsidiaries to own, lease and operate its properties and to conduct the business and operations of Harveys the Company and each the Company Subsidiaries in the manner described in the Company SEC Filings filed prior to the date hereof and as it is being conducted as of its Subsidiariesthe date hereof (the "Company Permits"), each and all of which is such Company Permits are valid, and in full force and effect, except for where the failure to have, or the suspension or cancellation of, or failure to be valid or in full force and effect in all material respectsof, except for such permits, registrations, findings any of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals the failure of which to hold Company Permits would not, individually or in the aggregate, be reasonably likely expected to have a Harveys Company Material Adverse Effect (the "Harveys Permits") and no event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Harveys Company Permit that currently is in effect the loss of which either individually or in the aggregate would be reasonably likely expected to have a Harveys Company Material Adverse Effect. Each To the Company's knowledge, each of Harveys the Company and its the Company Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to Harveys' best knowledge), officers, persons performing management functions similar to officers and, to Harveys' best knowledge, partners, are in compliance with the terms of the Harveys Company Permits, except for such failures to comply, which singly individually or in the aggregate, would not, individually or in the aggregate, be reasonably likely expected to have a Harveys Company Material Adverse Effect. Except as disclosed in the Harveys Company SEC Reports Filings filed prior to the date of this Agreement, to the Company's knowledge, none of the Company, the Company Subsidiaries or the businesses of Harveys the Company and its the Company Subsidiaries are not being conducted in violation or default of or in conflict with (A) any lawLaw, ordinance or regulation of any Governmental Entity (including, without limitation, any Harveys Company Gaming Laws), (B) any Law applicable to the Company or any Company Subsidiary or by which any property or asset of any Company Subsidiary is bound or affected or (C) any Company Permit, except for possible violations violations, conflicts or defaults which individually or in the aggregate do not and would not be reasonably likely expected to have a Harveys Company Material Adverse Effect. Harveys The Company has received no notice of any investigation or review by any Governmental Entity with respect to Harveys the Company or any of its the Company Subsidiaries that is pending, and, to the best knowledge of HarveysCompany's knowledge, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely expected to have a Harveys Company Material Adverse Effect. Section 3.19.2 Except as disclosed in Section 3.19.2 of the Company Disclosure Schedule and except those received by the Management Company, neither the Company nor any of the Company Subsidiaries, nor any of their respective directors, officers, key employees or persons performing management functions similar to officers or, to the Company's knowledge, partners of the Company or any of the Company Subsidiaries has received any claim, demand, notice, complaint, court order or administrative order from any Governmental Entity since March 29, 2001 under, or relating to any violation or possible violation of any Company Gaming Laws, except for such possible violations which would not, individually or in the aggregate, have a Company Material Adverse Effect. To the Company's knowledge, there are no facts unknown to the executive officers of the Management Company, which if known to the regulators under the Company Gaming Laws would be reasonably expected to result in the revocation, limitation or suspension of a Company Permit, finding of suitability, registration, or approval of it, any Company Subsidiary, or of any officer, director, key employees or other person performing management functions similar to an officer or partner, under any Company Gaming Laws. To the Company's knowledge, neither the Company nor any of the Company Subsidiaries has suffered a suspension or revocation of any Company Permit held under the Company Gaming Laws.

Compliance with Gaming Laws. (a) Each of Harveys Xxxxxx'x and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to HarveysXxxxxx'x' best knowledge), officers, persons performing management functions similar to officers and, to HarveysXxxxxx'x' best knowledge, partners partners, hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under Harveys the Xxxxxx'x Gaming Laws, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), Laws necessary to conduct the business and operations of Harveys Xxxxxx'x and each of its Subsidiaries, each of which is in full force and effect in all material respects, except for such permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals the failure of which to hold would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect (the "Harveys Xxxxxx'x Permits") and no event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Harveys Xxxxxx'x Permit that currently is in effect the loss of which either individually or in the aggregate would be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Each of Harveys Xxxxxx'x and its Subsidiaries, and each of their respective directors (but with respect to non-employee directors, only to HarveysXxxxxx'x' best knowledge), officers, persons performing management functions similar to officers and, to HarveysXxxxxx'x' best knowledge, partners, are in compliance with the terms of the Harveys Xxxxxx'x Permits, except for such failures to comply, which singly or in the aggregate, would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Except as disclosed in the Harveys forms, reports, and documents required to be filed by Xxxxxx'x with the SEC Reports since January 1, 1995 and filed prior to the date of this Agreement, the businesses of Harveys Xxxxxx'x and its Subsidiaries are not being conducted in violation of any law, ordinance or regulation of any Governmental Entity (including, without limitation, any Harveys Xxxxxx'x Gaming Laws)Law, except for possible violations which individually or in the aggregate do not and would not be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. Harveys has received no notice of any No investigation or review by any Governmental Entity under any Xxxxxx'x Gaming Law with respect to Harveys Xxxxxx'x or any of its Subsidiaries that is pending, andor, to the best knowledge of HarveysXxxxxx'x, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Harveys Xxxxxx'x Material Adverse Effect. (b) The term "Xxxxxx'x Gaming Laws" means any Federal, state, local or foreign statute, ordinance, rule, regulation, permit, consent, registration, finding of suitability, approval, license, judgment, order, decree, injunction or other authorization, including any condition or limitation placed thereon, governing or relating to the current or contemplated casino and gaming activities and operations of Xxxxxx'x or any of its Subsidiaries, including, without limitation, the Nevada Gaming Control Act and the rules and regulations promulgated thereunder, the Xxxxx County, Nevada Code and the rules and regulations promulgated thereunder, the Xxxxxxx County, Nevada Code and the rules and regulations promulgated thereunder, the Louisiana Economic Development and Gaming Act and the rules and regulations promulgated thereunder, the Louisiana Riverboat Economic Gaming Control Act and the rules and regulations promulgated thereunder, the New Jersey Casino Control Act and the rules and regulations promulgated thereunder, the Casino Control Act of 1990 (New Zealand) and the rules and regulations promulgated thereunder, the Illinois Riverboat Gambling Act and the rules and regulations promulgated thereunder, the Mississippi Gaming Control Act and the rules and regulations promulgated thereunder, the Missouri Riverboat Gambling Act and the rules and regulations promulgated thereunder, the Indian Gaming Regulatory Act of 1988 and the rules and regulations promulgated thereunder, any state-tribal gaming compact and any applicable state gaming law and any federal or state laws relating to currency transactions.