Lender Acknowledgements. Xxxxxx acknowledges and agrees that as of the date hereof:
Lender Acknowledgements. 54 9.19 Releases of Liens.............................................. 54 9.20 Confidentiality................................................ 55 9.21
Lender Acknowledgements. Each Lender hereby acknowledges that it will not have any recourse to the stock or assets of the Parent or any other Restricted Subsidiary (other than any Pledgor).
Lender Acknowledgements. This Agreement and all other Loan Documents are subject to the Applicable Gaming Laws. Lender acknowledges and understands that (a) it is subject to being called forward by applicable Gaming Authorities, in their discretion, for licensing or a finding of suitability as a lender to a gaming licensee; (b) all rights, remedies and powers in or under this Agreement and the other Loan Documents with respect to the Collateral (including the Stock Pledges) and the ownership and disposition of Gaming Equipment may be exercised only to the extent that the exercise thereof does not violate any mandatory provision of such Applicable Gaming Laws; and (c) all provisions of this Agreement and the other Loan Documents relative to Collateral (including the Stock Pledges) and the ownership and disposition of Gaming Equipment are intended to be subject to Applicable Gaming Laws and to be limited solely to the extent necessary to avoid rendering the provisions of this Agreement and the other Loan Documents invalid or unenforceable, in whole or in part.
Lender Acknowledgements a) The Lender acknowledges, as of the Effective Date of this Term Loan Agreement, that all obligations under the Euoko Term Loan and the HVPS Term Loan have been fulfilled and that no further obligations exist. For further clarification, all future introduction fees and royalty fees, as of the Effective Date of this Term Loan Agreement, under the Euoko Term Loan and the HVPS Term Loan now forms part of the royalty fee as negotiated under paragraph (1)(f)(i).
Lender Acknowledgements. Lender acknowledges and agrees that (i) notwithstanding anything contained in this Agreement, the Lender Warrant, the Existing Convertible Notes or the August Agreement and Amendment to the contrary, the Company shall not issue, upon exercise of the Lender Warrant, an aggregate number of shares of Common Stock which, when aggregated with any other shares of Common Stock issued to the Lender (or any affiliate of the Lender) after the date of the August Agreement and Amendment as Fee Shares (as defined in the Existing Convertible Notes), upon prior conversion after the date of the August Agreement and Amendment of any of the Convertible Notes (as defined below), in payment after the date of the August Agreement and Amendment of demand rights under the Consent Fee Note or upon prior exercise of the Lender Warrant would exceed 19.99% of the Company's issued and outstanding shares of Common Stock as of the date of the August Agreement and Amendment, if such issuance would be in violation of applicable Nasdaq Global Market rules, (ii) to its actual knowledge, without inquiry, as of the date hereof no Event of Default has occurred and is continuing under the Existing Convertible Notes or Consent Fee Note, and (iii) provided that the Company delivers the Cash Payment and Lender Warrant on or before November 3, 2011, an Event of Default will not have occurred under the Existing Convertible Notes or the Consent Fee Note as a result of the failure of the Company to pay the Accreted Principal Amount (as defined in the Existing Convertible Notes) or, if less, the outstanding principal amount of the Existing Convertible Notes, together with all accrued and unpaid interest on the principal amount being repaid, to the Lender on or before October 31, 2011.
Lender Acknowledgements. Each Lender party hereto acknowledges and agrees as follows:
Lender Acknowledgements. Lender acknowledges and agrees that notwithstanding anything contained in this Agreement, the Lender Warrant (as defined in the November Agreement and Amendment), the Convertible Notes (as defined in the November Agreement and Amendment), the November Agreement and Amendment or the August Agreement and Amendment to the contrary, the Company shall not issue, in satisfaction of a payment demand made under the Consent Fee Note, an aggregate number of shares of Common Stock which, when aggregated with any other shares of Common Stock issued to the Lender (or any affiliate of the Lender) after the date of the August Agreement and Amendment as Fee Shares (as defined in the Convertible Notes), upon prior conversion after the date of the August Agreement and Amendment of any of the Convertible Notes, or upon prior exercise of the Lender Warrant would exceed 19.99% of the Company's issued and outstanding shares of Common Stock as of the date of the August Agreement and Amendment, if such issuance would be in violation of applicable Nasdaq Global Market rules.
Lender Acknowledgements. Each Member hereby acknowledges and agrees that the Company may, at any time, without further notice to or consent from a Member (except to the extent otherwise provided in this Agreement), grant security over and, in connection therewith, transfer its right to draw down Capital Commitments from the Member pursuant to, and in accordance with the terms and conditions of, such Member’s Subscription Agreement, and the Company’s right to receive the purchase price for Common Units thereunder to lenders or other creditors or holders of other obligations or guarantees of the Company, in connection with any indebtedness, guarantee or surety of the Company (such right of the Company with respect to the Subscriber, collectively, the “Assigned Rights”); provided that, for the avoidance of doubt, any such grantee’s right to draw down capital shall be subject to the limitations on the Company’s right to draw down capital pursuant to the applicable Subscription Agreement.
Lender Acknowledgements. Notwithstanding anything to the contrary in any Credit Document or in any other agreement, arrangement or understanding, each Lender (x) represents and warrants, as of the date such Person became a Lender party hereto, to, and (y) covenants, from the date such Person became a Lender party hereto to the date such Person ceases being a Lender party hereto, for the benefit of the Administrative Agent and not, for the avoidance of doubt, to or for the benefit of the Borrower or any other Credit Party, that at least one of the following is and will be true:
