Merger of CEC. The Parties acknowledge that: (i) on or before the Second Amendment Date, CEC caused (a) in a series of steps, CEOC to be transferred from CEC to CRC, a wholly owned indirect subsidiary of ERI, and (b) the Las Vegas Restructuring to be completed; and (ii) contemporaneously with the Second Amendment Date, (a) Colt Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of ERI, merged with and into CEC, with CEC surviving the merger as a wholly owned subsidiary of ERI, (b) ERI was renamed Caesars Entertainment, Inc. and converted to a Delaware corporation and (c) CEC was renamed Caesars Holdings, Inc. Notwithstanding anything herein to the contrary, Landlord consents to, and waives all notice requirements with respect to, such transfer, restructuring, renaming, conversion and merger.
Appears in 4 contracts
Samples: And Attornment Agreement (Caesars Entertainment, Inc.), Lease Agreement (Vici Properties Inc.), And Attornment Agreement (Caesars Entertainment, Inc.)
Merger of CEC. The Parties acknowledge that: (i) on or before the Second Fifth Amendment Date, CEC caused (a) in a series of steps, CEOC to be transferred from CEC to CRCCaesars Resort Collection, LLC, a wholly Delaware limited liability company and a wholly-owned indirect subsidiary of ERICEC, and (b) the Las Vegas Restructuring (as defined in the Regional Lease) to be completed; and (ii) contemporaneously with the Second Fifth Amendment Date, (a) Colt Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of ERI, merged with and into CEC, with CEC surviving the merger as a wholly owned subsidiary of ERI, (b) ERI was renamed Caesars Entertainment, Inc. and converted to a Delaware corporation and (c) CEC was renamed Caesars Holdings, Inc. Inc.. Notwithstanding anything herein to the contrary, Landlord Owner consents to, and waives all notice requirements with respect to, such transfer, restructuring, renaming, conversion and merger.
Appears in 2 contracts
Samples: Course Use Agreement (Vici Properties Inc.), Course Use Agreement (Caesars Entertainment, Inc.)