Gaming Licenses. If (a) Licensee or any Sublicensee is denied or otherwise unable to obtain any necessary approval from any government regulating gaming authority (“Gaming Authorities”), or (b) any Gaming Authority prevails in any suit or proceeding against Licensee or any Sublicensee, and if the result of the foregoing clause (a) or (b) has or would have an adverse effect on Licensee or its Sublicensee (all of the foregoing such events, a “Denial”), Licensor may terminate this Agreement with respect to Licensee or such Sublicensee in connection with the Resort or other business activity that is subject to the Denial in the jurisdiction to which such Denial applies, by written notice to Licensee; provided, however, that Licensor shall have no such termination right if Licensor is primarily responsible for such Denial. Licensee and its Sublicensees shall promptly, and in all events within any time limit established by law, regulation, or such Gaming Authority, furnish each Gaming Authority any information rightfully requested by such Gaming Authority and shall otherwise reasonably cooperate with all Gaming Authorities. Licensee represents to Licensor that neither Licensee nor, to Licensee’s knowledge, any intended Sublicensee, is unwilling to file any necessary applications to obtain whatever approvals may be required of such persons or entities in connection with this Agreement. To Licensee’s knowledge, neither Licensee nor any intended Sublicensee has ever engaged in any conduct or practices that any of the foregoing persons or entities should reasonably believe would cause such person or entity to receive a Denial.
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Samples: Intellectual Property License Agreement (Wynn Resorts LTD), Intellectual Property License Agreement (Wynn Resorts LTD), Rights of Publicity License (Wynn Resorts LTD)
Gaming Licenses. If (a) Licensee Holdings or any Sublicensee Licensee is denied or otherwise unable to obtain any necessary approval from any government regulating gaming authority (“Gaming Authorities”), or (b) any Gaming Authority prevails in any suit or proceeding against Licensee Holdings or any SublicenseeLicensee, and if the result of the foregoing clause (a) or (b) has or would have an adverse effect on Licensee Holdings or its Sublicensee Licensee (all of the foregoing such events, a “Denial”), Licensor may terminate this Agreement with respect to Licensee Holdings or such Sublicensee Licensee shall cease use of the XXXX Xxxx in connection association with the Resort or other business activity that is subject to the Denial in the jurisdiction to which such Denial applies, by promptly upon written notice by Wynn to LicenseeHoldings; provided, however, that Licensor Holdings and the Licensee shall have no such termination right obligation to cease such use if Licensor Wynn is primarily responsible for such Denial. Licensee Holdings and its Sublicensees Licensees shall promptly, and in all events within any time limit established by law, regulation, or such Gaming Authority, furnish each Gaming Authority any information rightfully requested by such Gaming Authority and shall otherwise reasonably cooperate with all Gaming Authorities. Licensee Holdings represents to Licensor Wynn that neither Licensee Holdings nor, to Licensee’s Holdings’ knowledge, any intended SublicenseeLicensee, is unwilling to file any necessary applications to obtain whatever approvals may be required of such persons or entities in connection with this Agreement. To Licensee’s Holdings’ knowledge, neither Licensee Holdings nor any intended Sublicensee Licensee has ever engaged in any conduct or practices that any of the foregoing persons or entities should reasonably believe would cause such person or entity to receive a Denial.
Appears in 2 contracts
Samples: Intellectual Property License Agreement (Wynn Resorts LTD), Intellectual Property License Agreement (Wynn Resorts LTD)
Gaming Licenses. If If
(a) Licensee Holdings or any Sublicensee Licensee is denied or otherwise unable to obtain any necessary approval from any government regulating gaming authority (“Gaming Authorities”), or (b) any Gaming Authority prevails in any suit or proceeding against Licensee Holdings or any SublicenseeLicensee, and if the result of the foregoing clause (a) or (b) has or would have an adverse effect on Licensee Holdings or its Sublicensee Licensee (all of the foregoing such events, a “Denial”), Licensor may terminate this Agreement with respect to Licensee Holdings or such Sublicensee Licensee shall cease use of the WXXX Xxxx in connection association with the Resort or other business activity that is subject to the Denial in the jurisdiction to which such Denial applies, by promptly upon written notice by Wynn to LicenseeHoldings; provided, however, that Licensor Holdings and the Licensee shall have no such termination right obligation to cease such use if Licensor Wynn is primarily responsible for such Denial. Licensee Holdings and its Sublicensees Licensees shall promptly, and in all events within any time limit established by law, regulation, or such Gaming Authority, furnish each Gaming Authority any information rightfully requested by such Gaming Authority and shall otherwise reasonably cooperate with all Gaming Authorities. Licensee Holdings represents to Licensor Wynn that neither Licensee Holdings nor, to Licensee’s Holdings’ knowledge, any intended SublicenseeLicensee, is unwilling to file any necessary applications to obtain whatever approvals may be required of such persons or entities in connection with this Agreement. To Licensee’s Holdings’ knowledge, neither Licensee Holdings nor any intended Sublicensee Licensee has ever engaged in any conduct or practices that any of the foregoing persons or entities should reasonably believe would cause such person or entity to receive a Denial.
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