Licensability of Principals. None of Xxxx or any of its respective officers, directors, partners, managers, members, principals or Affiliates which may reasonably be considered in the process of determining the suitability of Xxxx for a Gaming Approval by a Gaming Authority, or any holders of Bobcat’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing persons collectively, the “Purchaser Licensed Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. Each of Xxxx and its Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Purchaser Affiliate Permits”) is in good standing in each of the jurisdictions in which such Purchaser Licensed Affiliate owns, operates, or manages gaming facilities. To the knowledge of Xxxx, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (i) result in the denial, revocation, limitation or suspension of a Purchaser Affiliate Permit of any of the Purchaser Licensed Affiliate or (ii) result in a negative outcome to any finding of suitability proceedings of any of the Purchaser Licensed Affiliate currently pending, or under the licensing, suitability, registration or approval proceedings necessary for the consummation of the Transaction.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Penn National Gaming Inc), Membership Interest Purchase Agreement (Boyd Gaming Corp)
Licensability of Principals. None of Xxxx Parent or any of its respective officers, directors, partners, managers, members, principals or Affiliates which may reasonably be considered in the process of determining the suitability of Xxxx Parent for a Gaming Approval by a Gaming Authority, or any holders of BobcatParent’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing persons collectively, the “Purchaser Parent Licensed Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. Each of Xxxx Parent and its Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Purchaser Parent Affiliate Permits”) is in good standing in each of the jurisdictions in which such Purchaser Parent Licensed Affiliate owns, operates, or manages gaming facilities. To the knowledge of XxxxParent, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (i) result in the denial, revocation, limitation or suspension of a Purchaser Parent Affiliate Permit of any of the Purchaser Parent Licensed Affiliate or (ii) result in a negative outcome to any finding of suitability proceedings of any of the Purchaser Parent Licensed Affiliate currently pending, or under the licensing, suitability, registration or approval proceedings necessary for the consummation of the Transaction.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Penn National Gaming Inc), Membership Interest Purchase Agreement (Boyd Gaming Corp)