Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (Ai) the date of redemption or such earlier date as is required by the Gaming Authority or (Bii) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interestinterest and Liquidated Damages, if any, on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Wynn Las Vegas LLC), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interestinterest and Liquidated Damages, if any, on the Notes to, but not including, to the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Wynn Las Vegas LLC), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, period or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, Authority or (b) the lesser of: (i) the principal amount of the Notes, Notes and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section paragraph 7 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; Notes or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires If a Holder or Beneficial Owner beneficial owner of Notes a Note is required to be registered, licensed, qualified or found suitable under any applicable Gaming LawLaws and is not so licensed, qualified or found suitable within any time period specified by the applicable Gaming Authority, the Holder shall be obligated, at the request of the Company, to dispose of such Holder’s Notes within a time period prescribed by the Company or such other time period prescribed by such Gaming Authority (in which event the Company’s obligation to pay any interest after the receipt of such notice shall be limited as provided in such Gaming Laws). Thereafter, the Company shall have the right to redeem, on the date fixed by the Company for the redemption of such Notes, such Holder’s Notes at a redemption price equal to the lesser of (1) the lowest closing sale price of the Notes on any trading day during the 120-day period ending on the date upon which the Company shall have received notice from a Gaming Authority of such Holder’s disqualification or (2) the price at which such Holder or Beneficial Ownerbeneficial owner acquired such Notes, as the case may be, shall apply for unless a license, qualification or a finding of suitability in accordance with different redemption price is required by such Gaming Law and Authority, in which event such required price shall cooperate with be the requests of redemption price. The Company is not required to pay or reimburse any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply beneficial owner of a Note for a licensethe costs of licensure, qualification or finding of suitability within 30 days after being requested to do so (or investigation for such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a licenselicensure, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the suitability. Any Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement beneficial owner of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, Note required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any the Gaming Authority Authorities in connection with such licenselicensure, qualification, finding of suitability or application therefor.
Appears in 3 contracts
Samples: Indenture (Boyd Acquisition I, LLC), Indenture (Boyd Gaming Corp), First Supplemental Indenture (Boyd Gaming Corp)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder holder or Beneficial Owner beneficial owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder holder or Beneficial Owner beneficial owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Company shall have the right, at their its option, to: :
(1a) require the Holder holder or Beneficial Owner beneficial owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder holder or Beneficial Owner beneficial owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; or
(b2) the receipt of the notice from the Gaming Authority that the Holder holder or Beneficial Owner beneficial owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder holder or Beneficial Owner beneficial owner at a redemption price equal to: :
(a1) the price required determined by applicable law or by order of any the Gaming Authority; or
(2) if the Gaming Authority does not determine a price, or (b) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder holder or Beneficial Owner beneficial owner paid for the Notes, and in either casethe case of (A) or (B), together with accrued and unpaid interest, if any, interest on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder holder or Beneficial Owner beneficial owner of Notes shall not be licensed, qualified or found suitable, the Holder holder or Beneficial Owner beneficial owner shall not have any further rights with respect to the Notes to: :
(ai) exercise, directly or indirectly, through any Person, any right conferred by the Notes, this Agreement or the Deed of Appointment and Priority; or or
(bii) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Company for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible The Company is not required to pay or reimburse any holder or beneficial owner of Notes who is required to apply for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a such license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability for the costs relating thereto. Those expenses shall be the obligation of the holder or application thereforbeneficial owner.
Appears in 2 contracts
Samples: Note Purchase Agreement (Wynn Resorts LTD), Note Purchase Agreement (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Wynn Las Vegas LLC), Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Notehereof, each Holderholder, by accepting this a Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires If a Holder or Beneficial Owner beneficial owner of Notes a Note is required to be registered, licensed, qualified or found suitable under any applicable Gaming LawLaws and is not so licensed, qualified or found suitable within any time period specified by the applicable Gaming Authority, the Holder shall be obligated, at the request of the Company, to dispose of such Holder’s Notes within a time period prescribed by the Company or such other time period prescribed by such Gaming Authority (in which event the Company’s obligation to pay any interest after the receipt of such notice shall be limited as provided in such Gaming Laws). Thereafter, the Company shall have the right to redeem, on the date fixed by the Company or prescribed by such Gaming Authority for the redemption of such Notes, such Holder’s Notes at a redemption price equal to the lesser of (1) the lowest closing sale price of the Notes on any trading day during the 120-day period ending on the date upon which the Company shall have received notice from a Gaming Authority of such Holder’s disqualification or (2) the price at which such Holder or Beneficial Ownerbeneficial owner acquired such Notes, as the case may be, shall apply for unless a license, qualification or a finding of suitability in accordance with different redemption price is required by such Gaming Law and Authority, in which event such required price shall cooperate with be the requests of redemption price. The Company is not required to pay or reimburse any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply beneficial owner of a Note for a licensethe costs of licensure, qualification or finding of suitability within 30 days after being requested to do so (or investigation for such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a licenselicensure, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the suitability. Any Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement beneficial owner of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, Note required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any the Gaming Authority Authorities in connection with such licenselicensure, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Treasure Chest Casino LLC), Indenture (Boyd Gaming Corp)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, to the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Wynn Las Vegas LLC), Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such periodsuitability, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required determined by applicable law or by order of any the Gaming Authority, or (b) if the Gaming Authority does not determine a price, the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, interest on the Notes to, but not including, to the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interestinterest and Liquidated Damages, if any, on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 2 contracts
Samples: Indenture (Wynn Las Vegas LLC), Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required determined by applicable law or by order of any the Gaming Authority; or
(2) if the Gaming Authority does not determine a price, or (b) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, interest on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes Securities to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes Securities within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(ai) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; or
(bii) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes Securities of the Holder or Beneficial Owner at a redemption price equal to: :
(ai) the price required determined by applicable law or by order of any the Gaming Authority; or
(ii) if the Gaming Authority does not determine a price, or (b) the lesser of: of (iA) the principal amount of the Notes, Securities and (iiB) the price that the Holder or Beneficial Owner paid for the NotesSecurities, in either each case, together with accrued and unpaid interestinterest (including Additional Interest), if any, on the Notes to, but not including, Securities to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.13 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes Securities shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes Securities to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the NotesSecurities; or or
(b) receive any accrued and unpaid interest (including Additional Interest), if any, or any other distribution or payment with respect to the NotesSecurities, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the NotesSecurities. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Securities who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thatIndenture, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall will not be licensed, qualified or found suitable, then the Issuers shall Revel will have the right, at their its option, to: (1A) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: of (ai) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or and (bii) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall will not be licensed, qualified or found suitable by the Gaming Authority; or (2B) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: to the least of (ai) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (iii) the principal amount of the Notes, Notes and (iiiii) the price that the Holder or Beneficial Owner paid for the Notes, in either casethe case of clause (ii) or (iii), together with accrued and unpaid interest, if any, on the Notes to, to but not including, including the earlier earliest of (A1) the date of redemption or redemption, (2) such earlier date as is required by the Gaming Authority or and (B3) the date of the finding receipt of unsuitability the notice from the Gaming Authority that the Holder or Beneficial Owner will not be licensed, qualified or found suitable by the Gaming Authority, which which, in any case, may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall will not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall will not have any further rights with respect to the Notes to: (aA) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (bB) receive any interest or premium, if any, or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Revel for services rendered or otherwise, except the redemption price of the NotesNotes described in this Paragraph 8. Neither the Issuers nor the Trustee Revel shall not be responsible for any costs required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b2) is notified by a Gaming Authority that it shall will not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (Ai) the date of redemption or such earlier date as is required by the Gaming Authority or (Bii) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall will not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: ASIA 33951818 34
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (Ai) the date of redemption or such earlier date as is required by the Gaming Authority or (Bii) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser other period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser other period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall will not be licensed, qualified or found suitable, then the Issuers shall Revel will have the right, at their its option, to: :
(1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; and
(b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall will not be licensed, qualified or found suitable by the Gaming Authority; or or
(2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: to the least of:
(a) the price required by applicable law or by order of any Gaming Authority, or ;
(b) the lesser of: (i) the principal amount of the Notes, and ; and
(iic) the price that the Holder or Beneficial Owner paid for the Notes, in either casethe case of clause (b) or (c), together with accrued and unpaid interest, if any, on the Notes to, to but not including, including the earlier earliest of (A1) the date of redemption or redemption, (2) such earlier date as is required by the Gaming Authority or and (B3) the date of the finding receipt of unsuitability the notice from the Gaming Authority that the Holder or Beneficial Owner will not be licensed, qualified or found suitable by the Gaming Authority, which which, in any case, may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall will not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall will not have any further rights with respect to the Notes to: :
(a1) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b2) receive any interest or premium, if any, or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Revel for services rendered or otherwise, except the redemption price of the NotesNotes described in this Section 3.09. Neither the Issuers nor the Trustee Revel shall not be responsible for any costs required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Law and the Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner
(a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, period or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, Authority or (b) the lesser of: (i) the principal amount of the Notes, Notes and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section paragraph 7 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; Notes or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or suitability; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required determined by applicable law or by order of any the Gaming Authority, or or
(b2) if the Gaming Authority does not determine a price, the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, interest on the Notes to, but not including, to the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.10 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Las Vegas LLC)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires If a Holder or Beneficial Owner beneficial owner of Notes a Note is required to be registered, licensed, qualified or found suitable under any applicable Gaming LawLaws and is not so licensed, qualified or found suitable within any time period specified by the applicable Gaming Authority, the Holder shall be obligated, at the request of the Company, to dispose of such Xxxxxx’s Notes within a time period prescribed by the Company or such other time period prescribed by such Gaming Authority (in which event the Company’s obligation to pay any interest after the receipt of such notice shall be limited as provided in such Gaming Laws). Thereafter, the Company shall have the right to redeem, on the date fixed by the Company for the redemption of such Notes, such Holder’s Notes at a redemption price (to be calculated by the Company) equal to the lesser of (i) the lowest closing sale price of the Notes on any trading day during the 120-day period ending on the date upon which the Company shall have received notice from a Gaming Authority of such Holder’s disqualification or (ii) the price at which such Holder or Beneficial Ownerbeneficial owner acquired such Notes, as the case may be, shall apply for unless a license, qualification or a finding of suitability in accordance with different redemption price is required by such Gaming Law and Authority, in which event such required price shall cooperate with be the requests of redemption price. The Company is not required to pay or reimburse any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply beneficial owner of a Note for a licensethe costs of licensure, qualification or finding of suitability within 30 days after being requested to do so (or investigation for such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a licenselicensure, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the suitability. Any Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement beneficial owner of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, Note required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any the Gaming Authority Authorities in connection with such licenselicensure, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Everi Holdings Inc.)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed thathereof, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b2) is notified by a Gaming Authority ASIA 33616188 38 that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (Ai) the date of redemption or such earlier date as is required by the Gaming Authority or (Bii) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or ASIA 33616188 39
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Notehereof, each Holderholder, by accepting this a Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding funding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires If a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement beneficial owner of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, Note is required to be licensed, qualified or found suitable under applicable Gaming Laws must and is not so licensed, qualified or found suitable within any time period specified by the applicable Gaming Authority, the Holder or beneficial owner shall be obliged, at the request of the Company, to dispose of such Holder's or beneficial owner's Notes within a time period prescribed by the Company or such other time period prescribed by such Gaming Authority (in which event the Company's obligation to pay any interest after the Holder's or beneficial owner's receipt of such request shall be limited as provided in such Gaming Laws), and thereafter the Company shall have the right to redeem, on the date fixed by the Company for the redemption of such Notes, notice of which shall be furnished to the Trustee, such Holder's or beneficial owner's Notes at a redemption price equal to the lesser of (i) the lowest closing sale price of the Notes on any trading day during the 120-day period ending on the date upon which the Company shall have received notice from a Gaming Authority of such Holder's or beneficial owner's disqualification or (ii) the price at which such Holder or beneficial owner acquired the Notes, unless a different redemption price is required by such Gaming Authority, in which event such required price shall be the redemption price. The Company will not be required to pay or reimburse any Holder or beneficial owner of a Note for the costs of licensure or investigation for such licensure, qualification or finding of suitability. Any Holder or beneficial owner of a Note required to be licensed, qualified or found suitable under applicable Gaming Laws will pay all investigative fees and costs of imposed by any Gaming Authority in connection with such license, qualification, finding of suitability qualification or application therefor.
Appears in 1 contract
Samples: Indenture (Stuart Entertainment Inc)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), ) or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers Issuer shall have the right, at their its option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, period or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, Authority or (b) the lesser of: (i) the principal amount of the Notes, Notes and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interest, if any, on the Notes to, to (but not including, excluding) the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers Issuer shall notify the Trustee in writing of any redemption pursuant to this Section paragraph 7 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: ASIA 33616188 7
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; Notes or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers Issuer for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs The Issuer is not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Notehereof, each Holderholder, by accepting this a Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a1) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser other period as required by the Gaming Authority), or (b2) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: :
(1a) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser other period as required by the Gaming Authority) following the earlier of: :
(a1) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such period, or ; or
(b2) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or or
(2b) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: :
(a1) the price required by applicable law or by order of any Gaming Authority, or ; or
(b2) the lesser of: :
(iA) the principal amount of the Notes, and ; and
(iiB) the price that the Holder or Beneficial Owner paid for the Notes, in either each case, together with accrued and unpaid interest, if any, on the Notes to, but not including, the earlier of (A1) the date of redemption or such earlier date as is required by the Gaming Authority or (B2) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 3.09 as soon as reasonably practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: :
(a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or or
(b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the Issuers nor the Trustee shall be responsible for any costs or expenses any Holder or Beneficial Owner may incur in connection with its registration, application for a license, qualification or a finding of suitability, or any renewal or continuation of the foregoing or compliance with any other requirement of a Gaming Authority. Those costs and expenses will be the obligations of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Resorts LTD)
Mandatory Disposition or Redemption Pursuant to Gaming Laws. Notwithstanding any other provision of the Indenture or this Note, each Holder, by accepting this Note, shall be deemed to have agreed that, if any Gaming Authority requires a Holder or Beneficial Owner of Notes to be registered, licensed, qualified or found suitable under any applicable Gaming Law, such Holder or Beneficial Owner, as the case may be, shall apply for a license, qualification or a finding of suitability in accordance with such Gaming Law and shall cooperate with the requests of any Gaming Authority for information, documentation, and/or testimony. If such Holder or Beneficial Owner (a) fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so (or such lesser period as required by the Gaming Authority), or (b) is notified by a Gaming Authority that it shall not be licensed, qualified or found suitable, then the Issuers shall have the right, at their option, to: (1) require the Holder or Beneficial Owner to dispose of its Notes within 30 days (or such lesser period as required by the Gaming Authority) following the earlier of: (a) the termination of the period described above for the Holder or Beneficial Owner to apply for a license, qualification or finding of suitability if the Holder fails to apply for a license, qualification or finding of suitability during such periodsuitability, or (b) the receipt of the notice from the Gaming Authority that the Holder or Beneficial Owner shall not be licensed, qualified or found suitable by the Gaming Authority; or (2) redeem the Notes of the Holder or Beneficial Owner at a redemption price equal to: (a) the price required by applicable law or by order of any Gaming Authority, or (b) the lesser of: (i) the principal amount of the Notes, and (ii) the price that the Holder or Beneficial Owner paid for the Notes, in either case, together with accrued and unpaid interestinterest and Liquidated Damages, if any, on the Notes to, but not including, to the earlier of (A) the date of redemption or such earlier date as is required by the Gaming Authority or (B) the date of the finding of unsuitability by the Gaming Authority, which may be less than 30 days following the notice of redemption. The Issuers shall notify the Trustee in writing of any redemption pursuant to this Section 7 as soon as practicable. Immediately upon a determination by a Gaming Authority that a Holder or Beneficial Owner of Notes shall not be licensed, qualified or found suitable, the Holder or Beneficial Owner shall not have any further rights with respect to the Notes to: (a) exercise, directly or indirectly, through any Person, any right conferred by the Notes; or (b) receive any interest or any other distribution or payment with respect to the Notes, or any remuneration in any form from the Issuers for services rendered or otherwise, except the redemption price of the Notes. Neither the The Issuers nor the Trustee shall be responsible for any costs are not required to pay or expenses reimburse any Holder or Beneficial Owner may incur in connection with its registration, application of Notes who is required to apply for a such license, qualification or a finding of suitability, or any renewal or continuation of suitability for the foregoing or compliance with any other requirement of a Gaming Authoritycosts relating thereto. Those costs and expenses will shall be the obligations obligation of the Holder or Beneficial Owner, as applicable. In addition, any Holder or Beneficial Owner, as applicable, required to be licensed, qualified or found suitable under applicable Gaming Laws must pay all investigative fees and costs of any Gaming Authority in connection with such license, qualification, finding of suitability or application therefor.
Appears in 1 contract
Samples: Indenture (Wynn Las Vegas LLC)