Common use of Permissible Transfers of Interest in Manager Clause in Contracts

Permissible Transfers of Interest in Manager. Notwithstanding the provisions of Section 11.2.1, the Transfer of Ownership Interests in Manager shall be permitted, without Tenant’s, Lease Guarantor’s or Landlord’s consent, to the extent (i) each such transfer is to CEC or any Affiliate of Manager that is directly or indirectly wholly owned by CEC and, after giving effect to each such transfer, Manager will continue to be directly or indirectly wholly owned by CEC or (ii) such transfer(s) comprise permissible Transfers of Ownership Interests in Lease Guarantor pursuant to Section 11.3.2 (provided that (x) neither the transferee nor its Affiliates constitute a Tenant Prohibited Person, a Lease Guarantor Prohibited Person or a Landlord Prohibited Person and (y) the transferee and the transferee’s officers, directors, and Affiliates (including officers and directors of the Affiliates), to the extent required under applicable Gaming Regulations, shall be licensed, certified and/or otherwise found suitable by applicable Gaming Authorities and shall have or obtain all required Gaming Licenses to become a party to this Agreement, if applicable).

Permissible Transfers of Interest in Manager. Notwithstanding the provisions of Section 11.2.1, the Transfer of Ownership Interests in Manager shall be permitted, without Tenant’s, Lease Guarantor’s or Landlord’s consent, to the extent (i) each such transfer is to CEC or any Affiliate of Manager that is directly or indirectly wholly owned by CEC and, after giving effect to each such transfer, Manager will continue to be directly or indirectly wholly owned by CEC or (ii) such transfer(s) comprise permissible Transfers of Ownership Interests in Lease Guarantor pursuant to Section 11.3.2 (provided that (x) neither the proposed transferee nor any of its Affiliates constitute direct or indirect equity owners that holds at least five percent (5%) of the outstanding equity interests in such proposed transferee and, to Manager’s knowledge, any of its or their Affiliates, is a Tenant Prohibited Person, a Lease Guarantor Prohibited Person or a Landlord Prohibited Person and (y) the transferee and the transferee’s officers, directors, and Affiliates (including officers and directors of the Affiliates), to the extent required under applicable Gaming Regulations, shall be licensed, certified and/or otherwise found suitable by applicable Gaming Authorities and shall have or obtain all required Gaming Licenses to become a party to this Agreement, if applicable).