FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. 362(a)), of all obligations and liabilities of every nature of Mortgagor now or hereafter existing under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (and others) in favor of Mortgagee (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Credit Agreement executed concurrently herewith by Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust Company, as Managing Agents, BT Securities Corporation, as a Co-Arranger, and the Lenders listed therein as lenders (the "Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative Agent, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Credit Agreement"), and the promissory notes issued to the Lenders to evidence such obligations and liabilities, which notes shall mature as provided in the Credit Agreement, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Notes"), whether for principal in the amount of One Hundred Twenty Million Dollars ($120,000,000) or such principal amount as may be advanced and remain unpaid or for interest (including, without limitation, interest that, but for the filing of a petition in bankruptcy with respect to Mortgagor, would accrue on such obligations), reimbursement of amounts drawn under letters of credit, fees, expenses, indemnities or otherwise, whether voluntary or involuntary, direct or indirect, absolute or contingent, liquidated or unliquidated, whether or not jointly owed with others, and whether or not from time to time decreased or extinguished and later increased, created or incurred, and all or any portion of such obligations or liabilities that are paid, to the extent all or any part of such payment is avoided or recovered directly or indirectly from Mortgagee or any such Lender as a preference, fraudulent transfer or otherwise. In no event shall the indebtedness, obligations, and
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Samples: Mortgage, Fixture Filing and Security Agreement (Players International Inc /Nv/)
FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. 362(a)), of all obligations and liabilities of every nature of Mortgagor now or hereafter existing under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (and others) in favor of Mortgagee (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Credit Agreement executed concurrently herewith by Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust Company, as Managing Agents, BT Securities Corporation, as a Co-Arranger, and the Lenders listed therein as lenders (the "Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative Agent, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Credit Agreement"), and the promissory notes issued to the Lenders to evidence such obligations and liabilities, which notes shall mature as provided in the Credit Agreement, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Notes"), whether for principal in the amount of One Hundred Twenty Million Dollars ($120,000,000) or such principal amount as may be advanced and remain unpaid or for interest (including, without limitation, interest that, but for the filing of a petition in bankruptcy with respect to Mortgagor, would accrue on such obligations), reimbursement of amounts drawn under letters of credit, fees, expenses, indemnities or otherwise, whether voluntary or involuntary, direct or indirect, absolute or contingent, liquidated or unliquidated, whether or not jointly owed with others, and whether or not from time to time decreased or extinguished and later increased, created or incurred, and all or any portion of such obligations or liabilities that are paid, to the extent all or any part of such payment is avoided or recovered directly or indirectly from Mortgagee or any such Lender as a preference, fraudulent transfer or otherwise. In no event shall Second: Payment and performance of every obligation, covenant, promise and agreement of Mortgagor herein contained (excepting, however, the indebtednessobligations of Mortgagor under Section 5(c) hereof), obligationsor incorporated herein by reference, andincluding any sums paid or advanced by Mortgagee pursuant to the terms hereof.
Appears in 1 contract
Samples: Mortgage Agreement (Players International Inc /Nv/)
FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. §362(a)), of all obligations of: (i) the principal sum which is, at any time, advanced and liabilities of every nature of Mortgagor now or hereafter existing unpaid under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (and others) in favor of Mortgagee the Credit Facility (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Credit Agreement executed concurrently herewith by Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust Company, as Managing Agents, BT Securities Corporation, as a Co-Arranger, and the Lenders listed therein as lenders (the "Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative Agent, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Credit Agreement"), and the promissory notes issued to the Lenders to evidence such obligations and liabilities, which notes shall mature as provided defined in the Credit Agreement, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Notes"below), whether for principal in the amount of One Hundred Twenty not to exceed Fifty Million Dollars ($120,000,00050,000,000.00) at any one time, all on a revolving line of credit basis; (ii) interest and other charges accrued on said principal sum, or such principal amount as may be advanced accrued on interest and remain unpaid or for interest other charges then outstanding under the Credit Facility (all including, without limitation, interest and other charges that, but for the filing of a petition in bankruptcy with respect to Mortgagor, any of the Borrowers (referred to below) would accrue on such obligations); and (iii) any other obligations of Borrowers, reimbursement or any or them, under the RLC Note referred to below; all according to the terms of amounts drawn a Revolving Credit Note dated March 28, 2003 which: (aa) is made by the Original Borrowers (referred to below); (bb) has been assumed by Mortgagor, on a joint and several basis with the Original Borrowers, pursuant to an Assumption and Consent Agreement dated concurrently, or substantially concurrent, herewith, executed by Mortgagor and Mortgagee (the "Assumption Agreement"); (cc) is payable to the order of Mortgagee according to the tenor and effect of said Revolving Credit Note; and (dd) has a maturity date of April 1, 2008, subject to Mortgagee's right to accelerate the makers' obligations thereunder pursuant to Mortgagee's rights and remedies under letters of credit, fees, expenses, indemnities or otherwise, whether voluntary or involuntary, direct or indirect, absolute or contingent, liquidated or unliquidated, whether or not jointly owed with others, and whether or not from time to time decreased or extinguished and later increased, created or incurred, the Loan Documents (which are defined in the Credit Agreement); and all or any portion renewals, extensions, amendments, restatements, replacements, substitutions and other modifications of such obligations or liabilities that are paid, said Revolving Credit Note (hereinafter collectively referred to as the extent all or any part of such payment is avoided or recovered directly or indirectly from Mortgagee or any such Lender as a preference, fraudulent transfer or otherwise. In no event shall the indebtedness, obligations, and"RLC Note").
Appears in 1 contract
Samples: Open End Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (MTR Gaming Group Inc)
FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. § 362(a)), of all obligations and liabilities of every nature of Mortgagor Trustor now or hereafter existing under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (Second Amended and others) in favor of Mortgagee (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Restated Credit Agreement executed concurrently herewith by Trustor, as Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust CompanyBeneficiary, as Managing Agents, BT Securities Corporation, as a Co-ArrangerAdministrative Agent, and the Lenders listed therein as lenders (the "“Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative Agent”), together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "“Credit Agreement"”), and or the promissory notes issued to the Lenders to evidence such obligations and liabilities, which notes shall mature as provided in the Credit Agreement, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "“Notes"”), whether for principal in the amount of One Hundred Twenty Forty Million Dollars ($120,000,00040,000,000) or such principal amount as may be advanced and remain unpaid or for interest (including, without limitation, interest that, but for the filing of a petition in bankruptcy with respect to MortgagorTrustor, would accrue on such obligations), reimbursement of amounts drawn under letters Letters of creditCredit (as defined in the Credit Agreement), fees, expenses, and amounts owing under indemnities or otherwise, whether voluntary or involuntary, direct or indirect, absolute or contingent, liquidated or unliquidated, whether or not jointly owed with others, and whether or not from time to time decreased or extinguished and later increased, created or incurred, and all or any portion of such obligations or liabilities that are paid, to the extent all or any part of such payment is avoided or recovered directly or indirectly from Mortgagee Beneficiary or any such Lender as a preference, fraudulent transfer or otherwise. In no event shall Second: Payment and performance of every obligation, covenant, promise and agreement of Trustor herein contained (excepting, however, the indebtednessobligations of Trustor under Section 5(c) hereof are not secured hereby), obligationsor incorporated herein by reference, andincluding any sums paid or advanced by Beneficiary or Trustee pursuant to the terms hereof.
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FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including i) the payment of amounts that would become due but for the operation Loan and all interest, late charges, LIBOR breakage charges (if any), exit fee (if any), reimbursement obligations, fees and expenses, if any, other indebtedness evidenced by or owing under the Note, any of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. 362(a)), of all obligations and liabilities of every nature of Mortgagor now or hereafter existing under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (and others) in favor of Mortgagee (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Credit Agreement executed concurrently herewith by Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust Company, as Managing Agents, BT Securities Corporation, as a Co-Arranger, and the Lenders listed therein as lenders (the "Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative AgentLoan Documents, together with any extensions, modifications, renewals or refinancings of any of the foregoing; (ii) any and all obligations of Borrower to Lender or to any affiliate of Lender, whether now owing or existing or later arising or created, owed absolutely or contingently, whether evidenced or acquired (including all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums modifications thereof or thereto (herein referred to as the "Credit Agreement"substitutions), under any agreement, device or arrangement designed to protect Borrower from fluctuations of interest rates, exchange rates or forward rates, including, but not limited to, dollar-denominated or cross-currency exchange agreements, foreign currency exchange agreements, interest rate caps, collars or floors, forward rate currency or interest rate options, puts, warrants, swaps, swaptions, U.S. Treasury locks and U.S. Treasury options, (iii) any other interest rate hedging transactions, such as, but not limited to, managing the promissory notes issued Borrower’s interest rate risk associated with any pending or potential capital market transactions such as fixed rate bond issues, (iv) any and all cancellations, buybacks, reversals, terminations or assignments of any of the foregoing, (v) all other indebtedness owed by Borrower to Lender; (vi) the Lenders performance and observance of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of Borrower or any other obligor to evidence such obligations and liabilities, or benefiting Lender which notes shall mature as are evidenced or secured by or otherwise provided in the Credit AgreementNote, together with this Deed of Trust or any of the Loan Documents, any interest rate swap or hedge agreements now or hereafter entered into between Borrower and Lender; and (vii) the reimbursement to Lender of any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Notes"), whether for principal in the amount of One Hundred Twenty Million Dollars ($120,000,000) or such principal amount as may be advanced and remain unpaid or for interest (including, without limitation, interest that, but for the filing of a petition in bankruptcy with respect to Mortgagor, would accrue on such obligations), reimbursement of amounts drawn under letters of credit, fees, expenses, indemnities or otherwise, whether voluntary or involuntary, direct or indirect, absolute or contingent, liquidated or unliquidated, whether or not jointly owed with others, and whether or not from time to time decreased or extinguished and later increased, created or sums incurred, and all expended or advanced by Lender pursuant to any term or provision of or constituting additional indebtedness under or secured by this Deed of Trust, any of the Loan Documents, or any portion of such obligations interest rate swap or liabilities that are paidhedge agreements now or hereafter entered into between Borrower and Lender, to the extent all with interest thereon as provided herein or any part of such payment is avoided or recovered directly or indirectly from Mortgagee or any such Lender as a preferencetherein (collectively, fraudulent transfer or otherwise“Indebtedness”). In no event shall this Deed of Trust secure payment of any installment loan or any open-end line of credit established under Chapters 342, 343, and 346, respectively, of the indebtednessTexas Finance Code, obligations, andas supplemented by the Texas Credit Title.
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FOR THE PURPOSE OF SECURING. First: Payment when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise (including A. the due and punctual payment and performance of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. 362(a)), of any and all present and future obligations and liabilities of Trustor of every nature of Mortgagor now type or hereafter existing description to Beneficiary, arising under or arising out of or in connection with that certain Guaranty of even date herewith executed by Mortgagor (and others) in favor of Mortgagee (as the same may be amended, modified or supplemented from time to time, the "Guaranty"). The Guaranty guaranties the obligations of Players International, Inc., a Nevada corporation ("Borrower") under that certain Credit Agreement executed concurrently herewith by Borrower, First Interstate Bank of Nevada, N.A., and Bankers Trust Company, as Managing Agents, BT Securities Corporation, as a Co-Arranger, and the Lenders listed therein as lenders (the "Lenders") and First Interstate Bank of Nevada, N.A., as a Co-Arranger and Administrative Agent, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Credit Agreement"), and the promissory notes issued to the Lenders to evidence such obligations and liabilities, which notes shall mature as provided in the Credit Agreement, together with any and all renewals, extensions, amendments, modifications, rearrangements, replacements, restatements, substitutions and addendums thereof or thereto (herein referred to as the "Notes")Subsidiary Guarantee, whether for principal of, or premium, if any, or interest referenced in the amount of One Hundred Twenty Million Dollars ($120,000,000) Loan Agreement or such principal amount as may be advanced and remain unpaid or for interest (including, without limitation, interest that, but for in the filing of a petition in bankruptcy with respect to Mortgagor, would accrue on such obligations), reimbursement of amounts drawn under letters of credit, feesSubsidiary Guarantee, expenses, indemnities or otherwiseother amounts (including attorneys' fees and expenses) (collectively, the "Subsidiary Guarantee Obligations"); and
B. the due and punctual payment and performance of any and all present and future obligations and liabilities of Trustor of every type or description to Beneficiary, arising under or in connection with this Deed of Trust or any other Loan Document, including for reimbursement off amounts permitted to be advanced or expended by Beneficiary (i) to satisfy amounts required to be paid by Trustor under this Deed of Trust or any other Loan Document, together with interest thereon to the extent provided, or (ii) to protect the Trust Estate, together with interest thereon to the extent provided; and
C. all future advances pursuant to the Loan Agreement or any other of the Loan Documents. in each case whether voluntary due or involuntarynot due, direct or indirect, joint and/or several,, absolute or contingent, voluntary or involuntary, liquidated or unliquidated, whether determined or not jointly owed with othersundetermined, and now or hereafter existing, renewed or restructured, whether or not from time to time decreased or extinguished and later increased, created or in incurred, whether or not arising after the commencement of a proceeding under the Bankruptcy Code (including post-petition interest) and all whether or any portion of such obligations not allowed or liabilities that are paid, to the extent all or any part of such payment is avoided or recovered directly or indirectly from Mortgagee or allowable as a claim in any such Lender proceeding (all obligations and liabilities described herein, including, without limitation, the Subsidiary Guarantee Obligations, are collectively referred to herein as a preferencethe "Secured Obligations"). TO PROTECT THE SECURITY OF THIS DEED OF TRUST, fraudulent transfer or otherwise. In no event shall the indebtedness, obligations, andTRUSTOR HEREBYCOVENANTS AND AGREES AS FOLLOWS:
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