Permits; Compliance with Gaming Laws. (a) The Partnership and, to the knowledge of the Partnership, each of its directors, officers, key employees, Persons performing management functions similar to officers and partners hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under the Partnership Gaming Laws, Environmental Law, the Merchant Marine Act of 1920 and the Shipping Act of 1916 and Certificates of Inspection issued by the U.S. Coast Guard), necessary to conduct the business and material operations of the Partnership (the “Partnership Permits”), each of which is in full force and effect in all material respects and no event has occurred which permits, or upon the giving of notice or passage of time or both, would permit, revocation, non-renewal, modification, suspension, limitation or termination of any Partnership Permit that currently is in effect, the loss of which either, individually or in the aggregate, would be reasonably likely to have a Partnership Material Adverse Effect. The Partnership and, to the knowledge of the Partnership, each of its directors, officers, key employees and Persons performing management functions similar to officers and partners, are in compliance with the terms of the Partnership Permits, except for such failures to comply which would not, individually or in the aggregate, be reasonably likely to have a Partnership Material Adverse Effect. The businesses conducted at the Property are not being conducted, nor are the Purchased Assets being used, in violation of any (i) Partnership Gaming Laws, except as would not be reasonably likely to interfere with the use, ownership or operations of the Property or (ii) any other Law of any Governmental Entity, except for a violation that would not, individually or in the aggregate, be reasonably likely to have a Partnership Material Adverse Effect. The Partnership has not received a notice of any investigation or review by any Governmental Entity that is pending, and, to the knowledge of the Partnership, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Partnership Material Adverse Effect.
Permits; Compliance with Gaming Laws. (a) Buyer, and to its knowledge, each of its Affiliates, directors, officers, key employees and Persons performing management functions similar to officers and partners holds all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all authorizations under Gaming Laws) necessary to conduct the business and operations of Buyer (the “Buyer Permits”), each of which is in full force and effect except for such Buyer Permits, the failure of which to hold would not, individually or in the aggregate, be reasonably likely to (x) have a Buyer Material Adverse Effect or (y) materially impair or materially delay the Closing, and no event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of the Buyer Permits that are currently in effect, the loss of which would, individually or in the aggregate, be reasonably likely to (x) have a Buyer Material Adverse Effect or (y) materially impair or materially delay the Closing. Buyer, and to Buyer’s knowledge, Buyer’s directors, officers, key employees and Persons performing management functions similar to officers and partners are, and since January 1, 2009 have been, in compliance with the terms of the Buyer Permits, except for such failures to comply, as would not, individually or in the aggregate, be reasonably likely to (x) have a Buyer Material Adverse Effect (y) materially impair or materially delay the Closing. Buyer has not received notice of any investigation or review by any Governmental Entity with respect to Buyer that is pending, and, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to (x) have a Buyer Material Adverse Effect or (y) materially impair or materially delay the Closing.
Permits; Compliance with Gaming Laws. (a) Each of Target, its Subsidiaries and their respective officers, directors and other personnel has in effect all Federal, state, local and foreign governmental approvals, authorizations, certificates, filings, franchises, orders, registrations, findings of suitability, licenses, notices, permits, applications and rights, including all authorizations under Gaming Laws ("PERMITS"), necessary for Target and its Subsidiaries to own, lease or operate their properties and assets and to carry on their business as now conducted, other than such Permits the absence of which would not, individually or in the aggregate, have a material adverse effect on Target or any Material Subsidiary, and there has occurred no default under any such Permit other than such defaults which, individually or in the aggregate, would not have a material adverse effect on Target or any Subsidiary, result in a limitation or condition on any Permit or result in the imposition of a fine or penalty in excess of $25,000 against Target or any Subsidiary. All such Permits are held only by Target or a Material Subsidiary. Except as disclosed in the 1997 SEC Documents, Target and its Subsidiaries are in compliance with all applicable statutes, laws, ordinances, rules, orders and regulations of any Governmental Entity, except for possible noncompliance which individually or in the aggregate would not have a material adverse effect on Target or any Material Subsidiary. The preceding sentence of this Section 4.13(a) does not apply to matters specifically covered by Sections ?, 4.10, 4.12 or 4.13(b).
Permits; Compliance with Gaming Laws. (a) The Company and, to the knowledge of the Company, its directors, managers, officers and Persons performing management functions similar to officers, hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities (including all Gaming Approvals), necessary to conduct the business and operations conducted at the Property, each of which is in full force and effect in all material respects (the “Company Permits”). To the knowledge of the Company, no event has occurred or condition or state of facts exists that permits, or upon the giving of notice or passage of time or both, would permit, revocation, non-renewal, modification, suspension, limitation or termination of any of the Company Permits that currently are in effect. The Company and its directors, officers, and Persons performing management functions similar to officers are in compliance in all material respects with the terms of the Company Permits. The business conducted by the Company at the Property is not being conducted in violation of any applicable Law of any Governmental Entity (including any Gaming Laws in any material respect). The Company has not received a written notice of any investigation by any Governmental Entity that is pending, and, to the knowledge of the Company, no investigation is threatened, nor has any Governmental Entity indicated in writing any intention to conduct the same.
Permits; Compliance with Gaming Laws. (a) Parent, Buyer, and to Buyer’s Knowledge, each of the Buyer Related Parties, and their respective directors, officers, key employees and Persons performing management functions similar to officers and partners, hold or have applied for all Permits and Orders of all Governmental Entities (including all authorizations under Gaming Laws) necessary to conduct the business and operations of Parent and Buyer (the “Buyer Permits”), each of which is in full force and effect. (b) No event has occurred which permits, or upon the giving of notice or passage of time or both would permit, revocation, non-renewal, modification, suspension, limitation or termination of the Buyer Permits. 23 (c) Parent, Buyer, and to Buyer’s Knowledge, Buyer’s directors, officers, key employees and Persons performing management functions similar to officers and partners are, and since November 1, 2013 have been, in material compliance with the terms of the Buyer Permits. (d) Neither Parent nor Buyer has not received written notice of any investigation or review by any Governmental Entity with respect to Buyer that is pending, and, to Buyer’s Knowledge, no investigation or review is threatened, nor has any Governmental Entity indicated in writing any intention to conduct the same that would materially impair or materially delay the Closing. Section 7.07
Permits; Compliance with Gaming Laws. Section 6.14 Labor Matters
Permits; Compliance with Gaming Laws. (a) Parent, Buyer, and to Buyer’s Knowledge, each of the Buyer Related Parties, and their respective directors, officers, key employees and Persons performing management functions similar to officers and partners, hold or have applied for all Permits and Orders of all Governmental Entities (including all authorizations under Gaming Laws) necessary to conduct the business and operations of Parent and Buyer (the “Buyer Permits”), each of which is in full force and effect.
Permits; Compliance with Gaming Laws. Buyers, and to their knowledge, each of the Buyer Related Parties, hold all Approvals of all Governmental Entities (including all Gaming Authorities) necessary under applicable Law to conduct the business and operations of Buyers and their Affiliates, each of which is in full force and effect in all material respects (collectively, the “Buyer Permits”), and no event has occurred which permits or results in, or upon the giving of notice or passage of time or both would permit or result in, the revocation, non-renewal, modification, suspension, limitation or termination of any Buyer Permit that is currently in effect the loss of which either, individually or in the aggregate, would be reasonably likely to have a Buyer Material Adverse Effect. Buyers, and to their knowledge, each of their Representatives, Affiliates, and Subsidiaries are in compliance with the terms of the Buyer Permits, except for such failures to comply that individually or in the aggregate, would not, individually or in the aggregate, be reasonably likely to have a Buyer Material Adverse Effect. Neither Buyers nor any Buyer Related Party has received notice of any pending investigation or review by any Gaming Authority with respect to Buyers or any Buyer Related Party, and, to the knowledge of Buyers, no investigation or review is threatened in writing, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not, individually or in the aggregate, be reasonably likely to have a Buyer Material Adverse Effect.
Permits; Compliance with Gaming Laws. Except as set forth on Schedule 5.9, to be updated by Seller pursuant to Section 7.22 no less than three (3) Business Days prior to the Closing Date, Seller and, to the Knowledge of Seller, each of its officers or Persons performing management functions similar to officers (collectively, “Seller’s Key Persons”) hold all Approvals of all Governmental Authorities, including all Gaming Authorities, necessary to conduct the Business (collectively, the “Seller Permits”), each of which is in full force and effect, and no event has occurred which results in, or upon the giving of notice or passage of time or both, would result in, the revocation, non-renewal, suspension or termination, or the material adverse modification or limitation, of any Seller Permit that currently is in effect. Seller and, to the Knowledge of Seller, Seller’s Key Persons, are in compliance with the terms of the Seller Permits, except for such failures to comply set forth on Schedule 5.9 or which would not, individually or in the aggregate, be reasonably likely to have a Seller Material Adverse Effect. To Seller’s Knowledge, the Business is not being conducted in violation of any Law (including any Gaming Laws), except as set forth on Schedule 5.9 or which, individually or in the aggregate, do not and would not be reasonably likely to have a Seller Material Adverse Effect. Seller has not received a notice of any pending investigation by any Governmental Authority with respect to the Assets, and, to the Knowledge of Seller, no investigation by a Governmental Authority is threatened, other than as set forth on Schedule 5.9, to be updated by Seller pursuant to Section 7.22 no less than three (3) Business Days prior to the Closing Date.
Permits; Compliance with Gaming Laws
