Common use of Minimum Guaranteed Monthly Payments Clause in Contracts

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Hundred Thousand Dollars ($500,000) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,000, Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 per month for the remaining months in a Fiscal Year after Iowa Corp has received in such Fiscal Year Total Net Revenue distributions of $1,200,000. Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa Corp). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp without any other liability or guarantee on the part of Iowa Corp. Except for the Minimum Guaranteed Monthly Payment to Iowa Corp, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

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Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project Enterprise shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Hundred Thousand Tribe One Million Dollars ($500,0001,000,000) per month on a cumulative Fiscal Year basis (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp the Tribe in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, Facility Loan or Transition Loan repayment and payment of Lakes' Manager's compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements charged against the Tribe's monthly distributable share of Net Total Revenues received by Iowa Corp under Section 5.5 hereof in any given monthhereof; provided, however, that if the Net Total Revenues in a given month are less than $500,0001,000,000, Lakes Manager shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note substantially in a the form agreed to by Iowa Corp and Lakesattached hereto as Exhibit F), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 100,000 per month for the remaining months in a Fiscal Year after Iowa Corp the Tribe has received in such Fiscal Year Total Net Revenue distributions of $1,200,00012,000,000. Lakes Manager shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project Enterprise in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa Corpthe Tribe). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp the Tribe receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes Manager be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming FacilityHowever, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months (or portions thereof) that no Class II Gaming or Class III Gaming is conducted suspended or terminated at the Gaming Facility Facility, provided that the reason or cause of such suspension or termination is beyond the reasonable control of Manager. Further, no Minimum Guaranteed Monthly Payments shall accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp the Tribe under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp the Tribe without any cross collateralization from other projects of Tribe and without any other liability or guarantee on the part of Iowa Corp. the Tribe. Except for the Minimum Guaranteed Monthly Payment to Iowa Corpthe Tribe, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Incidental Revenues generated by the ProjectEnterprise. Iowa Corp The Tribe agrees to grant to Lakes Manager a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management AgreementAgreement attached hereto as Exhibit A), on any Net Gaming and Net Ancillary Incidental Revenues of the Project Enterprise in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment financed by proceeds of the Facility Loan and Transition Loan pursuant to the Security Agreement. The Tribe agrees not to encumber any of the assets of the Facility or the Enterprise without the written consent of Manager, which consent will not be unreasonably withheld; except that the Tribe shall have the right without the consent of Manager to grant security interests in the Enterprise's revenues which are subordinate to Manager's, interests under this Management Agreement and by first priority liens all related Transaction Documents pursuant to a subordination agreement in form and substance acceptable to Manager. The Tribe agrees to enter into a limited, transactional waiver of sovereign immunity and consent to jurisdiction and arbitration as to Manager and in connection with the Operating Note, as provided in the additional recourse assets described in the definition Resolution of "Limited RecourseWaiver."

Appears in 1 contract

Samples: Management Agreement (Lakes Gaming Inc)

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Pawnee Five Hundred Thousand Dollars ($500,0005,000) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp Pawnee in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp Pawnee under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,000, 5,000 Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp Pawnee and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 1,000 per month for the remaining months in a Fiscal Year after Iowa Corp Pawnee has received in such Fiscal Year Total Net Revenue distributions of $1,200,000. 60,000, Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa CorpPawnee). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp Pawnee receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp Pawnee under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp Pawnee without any other liability or guarantee on the part of Iowa Corp. Pawnee. Except for the Minimum Guaranteed Monthly Payment to Iowa CorpPawnee, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp Pawnee agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Hundred Pawnee Ten Thousand Dollars ($500,00010,000) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp Pawnee in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp Pawnee under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,00010,000, Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp Pawnee and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 1,000 per month for the remaining months in a Fiscal Year after Iowa Corp Pawnee has received in such Fiscal Year Total Net Revenue distributions of $1,200,000120,000. Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa CorpPawnee). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp Pawnee receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp Pawnee under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp Pawnee without any other liability or guarantee on the part of Iowa Corp. Pawnee. Except for the Minimum Guaranteed Monthly Payment to Iowa CorpPawnee, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp Pawnee agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Kickapoo Four Hundred Sixteen Thousand Seven Hundred Dollars ($500,000416,700) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp Kickapoo in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction construction, and equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp Kickapoo under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,000416,700, Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp Kickapoo and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 per month for the remaining months in a Fiscal Year after Iowa Corp Kickapoo has received in such Fiscal Year Total Net Revenue distributions of $1,200,000500,000,400. Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa CorpKickapoo). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp Kickapoo receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp Kickapoo under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp Kickapoo without any other liability or guarantee on the part of Iowa Corp. Kickapoo. Except for the Minimum Guaranteed Monthly Payment to Iowa CorpKickapoo, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp Kickapoo agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

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Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project Enterprise shall, subject to the provisions of Section 5.3(b6.3(b) below, pay Iowa Corp the sum of Tribe Five Hundred Thousand Dollars ($500,000) per month on a cumulative Fiscal Year basis (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the this Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp the Tribe in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the developmentFacility Loan, construction equipping of the Project Facilities, Land Acquisition Loan or Transition Loan repayment and payment of Lakes' LKAR's compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp the Tribe under Section 5.5 6.5 hereof in any given month; provided, however, that if the Net Total Revenues of the Enterprise in a given month are less than $500,000, Lakes LKAR shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp the Tribe and LakesLKAR), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 per month for the remaining months in a Fiscal Year after Iowa Corp the Tribe has received in such Fiscal Year Total Net Revenue distributions of $1,200,0006,000,000. Lakes LKAR shall be entitled to recoup any Minimum Guaranteed Shingle Springs Development/Management Contract 10/13/03 revision Payment Advances made under this subsection from the Net Total Revenues of the Project Enterprise in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa Corp)6.5 hereof. In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp the Tribe receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes LKAR be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp the Tribe under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp the Tribe without any cross collateralization from other projects of Tribe and without any other liability or guarantee on the part of Iowa Corp. the Tribe except for the security interests described herein. Except for the Minimum Guaranteed Monthly Payment to Iowa Corpthe Tribe, repayment of the Operating Note obligations shall have first priority on any Net Gaming Revenues and Net Ancillary Incidental Revenues generated by the ProjectEnterprise or any other Tribal Gaming Enterprise. Iowa Corp Subject to the foregoing, the Tribe agrees to grant to Lakes LKAR a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Amended Memorandum Agreement), on any Net Gaming Revenues and Net Ancillary Incidental Revenues of the Project Enterprise or any other Tribal Gaming Enterprise in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment financed by proceeds of the Facility Loan and Transition Loan pursuant to the Security Agreement. The Tribe agrees not to encumber any of the assets of the Facility or the Enterprise without the written consent of LKAR, which consent will not be unreasonably withheld; except that the Tribe shall have the right without the consent of LKAR to grant security interests in the Enterprise's revenues which are subordinate to LKAR's interests under this Amended Memorandum Agreement and by first priority liens all related Transaction Documents pursuant to a subordination agreement in form and substance acceptable to LKAR. The Tribe agrees to enter into a limited, transactional waiver of sovereign immunity and consent to jurisdiction and arbitration as to LKAR and in connection with the Operating Note, as provided in the additional recourse assets described in the definition Resolution of "Limited RecourseWaiver."

Appears in 1 contract

Samples: Memorandum of Agreement (Lakes Entertainment Inc)

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Pawnee One Hundred Thousand Dollars ($500,000100,000) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp Pawnee in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp Pawnee under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,000100,000, Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp Pawnee and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 per month for the remaining months in a Fiscal Year after Iowa Corp Pawnee has received in such Fiscal Year Total Net Revenue distributions of $1,200,000. Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa CorpPawnee). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp Pawnee receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp Pawnee under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp Pawnee without any other liability or guarantee on the part of Iowa Corp. Pawnee. Except for the Minimum Guaranteed Monthly Payment to Iowa CorpPawnee, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp Pawnee agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

Minimum Guaranteed Monthly Payments. (a) During the term of this Management Agreement, provided that the Commencement Date has occurred, the Project shall, subject to the provisions of Section 5.3(b) below, pay Iowa Corp the sum of Five Hundred Thousand _____________ Dollars ($500,000_________) per month (the "Minimum Guaranteed Monthly Payment"), beginning on the Commencement Date and continuing for the remainder of the term of the Management Agreement. The Minimum Guaranteed Monthly Payment shall be payable to Iowa Corp in arrears on the twentieth (20th) day of each calendar month following the month in which the Commencement Date occurs, which payment shall have priority over the Operating Note, any obligations to repay funding provided by any third party lender in connection with financing the development, construction equipping of the Project Facilities, and payment of Lakes' compensation. If the Commencement Date is a date other than the first day of a calendar month, the first payment will be prorated from the Commencement Date to the end of the month. The Minimum Guaranteed Monthly Payment shall be prorated if gaming is conducted at the Gaming Facility for any other partial months. (b) Minimum Guaranteed Monthly Payments shall be deducted from any disbursements of Net Total Revenues received by Iowa Corp under Section 5.5 hereof in any given month; provided, however, that if the Net Total Revenues in a given month are less than $500,000_______, Lakes shall advance the funds necessary to compensate for the deficiency from its own funds (the "Minimum Guaranteed Payment Advances", which advances shall not accrue interest but shall be evidenced by an Operating Note in a form agreed to by Iowa Corp and Lakes), and provided further that the Minimum Guaranteed Monthly Payments shall be reduced to $10,000 _________ per month for the remaining months in a Fiscal Year after Iowa Corp has received in such Fiscal Year Total Net Revenue distributions of $1,200,000________. Lakes shall be entitled to recoup any Minimum Guaranteed Payment Advances made under this subsection from the Net Total Revenues of the Project in succeeding months during the term hereof, as provided in Section 5.5 hereof (and any amounts outstanding on account of Minimum Guaranteed Payment Advances at the end of the term of this Management Agreement shall be immediately due and payable by Iowa Corp). In no event shall this recoupment payment for Minimum Guaranteed Payment Advances result in Iowa Corp receiving less than its Minimum Guaranteed Monthly Payment in any month, and in no event shall Lakes be allowed or entitled to interest on any Minimum Guaranteed Payment Advances. Minimum Guaranteed Monthly Payments shall be prorated with respect to any months (or portions thereof) that Class II Gaming or Class III Gaming is suspended or terminated at the Gaming Facility, and no Minimum Guaranteed Monthly Payments shall be required with respect to any months that no Class II Gaming or Class III Gaming is conducted at the Gaming Facility or accrue subsequent to termination of this Management Agreement. (c) Any obligations owing by Iowa Corp under the Operating Note shall be repaid solely as a Limited Recourse obligation of Iowa Corp without any other liability or guarantee on the part of Iowa Corp. Except for the Minimum Guaranteed Monthly Payment to Iowa Corp, repayment of the Operating Note obligations shall have first priority on any Net Gaming and Net Ancillary Revenues generated by the Project. Iowa Corp agrees to grant to Lakes a first priority and perfected security interest, including a Dominion Account arrangement pursuant to the Dominion Account Agreement (in a form consistent with the terms of this Management Agreement), on any Net Gaming and Net Ancillary Revenues of the Project in order to secure repayment of the Operating Note, and such Operating Note shall also be secured on a first priority and perfected basis by any Furnishings and Equipment pursuant to the Security Agreement and by first priority liens in the additional recourse assets described in the definition of "Limited Recourse."

Appears in 1 contract

Samples: Management Agreement (Lakes Entertainment Inc)

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