Common use of Cooperation; Notice; Cure Clause in Contracts

Cooperation; Notice; Cure. (a) Subject to compliance with applicable Law (including antitrust Laws and Gaming Laws), from the date hereof until the Closing, Sellers and Buyer shall confer on a regular basis with one or more Representatives of the other party to discuss the general status of the Business. Sellers and the Company shall, to the fullest extent permitted by Law (including antitrust Laws and Gaming Laws), provide up to four (4) Representatives designated by Buyer (the “Designated Buyer Representatives”) with reasonable access to the Reserved Employees during normal business hours, and shall use their reasonable best efforts to assist the Designated Buyer Representatives in familiarizing themselves with the operation of the Business. (b) Sellers and Buyer shall promptly notify the other in writing of, and will use all commercially reasonable efforts to cure before the Closing Date, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that causes or is reasonably expected to cause any representation, covenant or agreement of Parent, Sellers, the Company or Buyer under this Agreement to be breached in any material respect or that renders or is reasonably expected to render untrue in any material respect any representation or warranty of Parent, Sellers, the Company or Buyer contained in this Agreement. Nothing contained in Section 9.1 above shall prevent Sellers or the Company from giving such notice, using such efforts or taking any action to cure any such event, transaction or circumstance. No notice given pursuant to this Section 9.2 shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein.

Cooperation; Notice; Cure. (a) Subject to compliance with applicable Law (including including, without limitation, antitrust Laws and Gaming Laws), from the date hereof until the earlier of the termination of this Agreement and the Closing, Sellers Seller and Buyer shall confer on a regular and frequent basis with one or more Representatives of the other party to discuss report on the general status of ongoing operations of the Property and the Business. Sellers and the Company shall, to the fullest extent permitted by Law (including antitrust Laws and Gaming Laws), provide up to four (4) Representatives designated by Buyer (the “Designated Buyer Representatives”) with reasonable access to the Reserved Employees during normal business hours, and shall use their reasonable best efforts to assist the Designated Buyer Representatives in familiarizing themselves with the operation of the Business. (b) Sellers Seller and Buyer shall promptly notify the each other in writing of, and will use all commercially reasonable efforts to cure before the Closing Date, any fact, event, transaction or circumstance, as soon as practical after it becomes known to such party, that (a) causes or is would reasonably be expected to cause any representation, warranty, covenant or agreement of ParentSeller or Buyer, Sellersrespectively, the Company or Buyer under this Agreement to be breached in any material respect or that respect, (b) renders or is reasonably expected to could render untrue in any material respect any representation or warranty of ParentSeller or Buyer, Sellersrespectively, the Company or Buyer contained in this Agreement, or (c) results in or would reasonably be expected to result in, the failure of such party to timely satisfy any of the closing conditions specified in ARTICLE VIII hereof, as applicable. Nothing contained in Section 9.1 above 7.1 hereof shall prevent Sellers or the Company Seller from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstance. No notice given pursuant to this Section 9.2 7.2 shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition or any right to, or obligation of, indemnification contained herein.

Cooperation; Notice; Cure. (a) Subject to compliance with applicable Law (including antitrust Laws and Gaming Laws)Legal Requirements, from the date hereof until the earlier of the termination of this Agreement and the Closing, Sellers Seller and Buyer Purchaser shall endeavor to confer on a regular and frequent basis with one or more Representatives of the other party to discuss report any material changes to the general status of ongoing operations of the Property and the Business. Sellers Seller, Seller Parent and the Company shall, to the fullest extent permitted by Law (including antitrust Laws and Gaming Laws), provide up to four (4) Representatives designated by Buyer (the “Designated Buyer Representatives”) with reasonable access to the Reserved Employees during normal business hours, and shall use their reasonable best efforts to assist the Designated Buyer Representatives in familiarizing themselves with the operation of the Business. (b) Sellers and Buyer Purchaser shall promptly notify the each other in writing of, and will use all commercially reasonable efforts to cure before the Closing Dateany fact, any event, transaction or circumstance, as soon as practical after it becomes known to such party, that (a) causes or is would reasonably be expected to cause any representation, warranty, covenant or agreement of ParentSeller, SellersSeller Parent or Purchaser, the Company or Buyer respectively, under this Agreement to be breached in any material respect or that respect, (b) renders or is reasonably expected to could render untrue in any material respect any representation or warranty of ParentSeller, SellersSeller Parent or Purchaser, the Company or Buyer respectively, contained in this Agreement, or (c) results in or would reasonably be expected to result in, the failure of such party to timely satisfy any of the closing conditions specified in Article 9, as applicable. Nothing contained in this Section 9.1 above 7.2 hereof shall prevent Sellers Seller or the Company Seller Parent from giving such notice, using such efforts or taking any action to cure or curing any such event, transaction or circumstance. No notice given pursuant to this Section 9.2 7.2 shall have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition or any right to, or obligation of, indemnification contained herein.