Common use of Privileged License Clause in Contracts

Privileged License. Lessor acknowledges that, in its capacity as a lessor, it is subject to being called forward for licensing or suitability by the Nevada Gaming Commission, the Nevada State Gaming Control Board, and all other state and local regulatory and licensing bodies with authority over liquor or gaming activities and devices in the State of Nevada (the “Gaming Authorities”). Lessor agrees to fully cooperate with the Gaming Authorities and to submit for licensing or a finding of suitability if required or requested to do so. Lessor shall bear all costs and expenses related to Lessor’s licensing or finding of suitability, including but not limited to attorneys fees of Lessor. In the event Lessor fails or refuses to submit for licensing or a finding of suitability, or if Lessor is denied a license or found unsuitable as a lessor, Lessee shall not be required to pay any amount due pursuant to this Lease until such time as the Gaming Authorities approve such payments. All amounts due pursuant to this Lease which are not paid at the time they are due, as a result of Lessor failing or refusing to submit for licensing or being denied a license or being found unsuitable as a lessor, shall accrue to Lessor’s benefit and be paid by Lessee to Lessor upon approval of the Gaming Authorities. The non-payment of Rent or other fees when due pursuant to the foregoing provisions shall not constitute an Event of Default (as defined below). If one or more of the parties constituting Lessor fails or refuses to submit for licensing or a finding of suitability or if one or more of the parties constituting Lessor is denied a license or found unsuitable, the remaining parties constituting Lessor shall have the right to acquire such party(ies)’ interest at the then current fair market value. If the remaining parties constituting Lessor do not acquire the interest(s) of the party(ies) who fail or refuse to submit for licensing or a finding of suitability or who are denied a license or found unsuitable within the time parameters set by the Gaming Authorities, Lessee shall have the right to purchase the Premises for the then current fair market value of the Real Property, excluding the value of Improvements thereon, as determined by the average of two MAI appraisals, one to be obtained by Lessor and one by Lessee. Lessor further agrees to fully cooperate with Lessee and Lessee’s sublessees with respect to any applications for licensing filed by them.

Privileged License. Lessor Tenant acknowledges that, in its capacity as a lessor, it is that Landlord and/or affiliates of Landlord are or may be subject to being called forward for licensing or suitability exist because of privileged licenses issued by the Nevada Gaming Commission, the Nevada State Gaming Control Board, and all other state and local regulatory and licensing bodies with authority over liquor or governmental authorities relating to casino gaming activities and devices in the State of Nevada (the “Gaming Authorities”). Lessor agrees If a corporation, Tenant shall disclose the names of all officers and directors of Tenant, and unless a publicly traded corporation on a national stock exchange, Tenant shall disclose to fully cooperate with the Gaming Authorities Landlord all ownership interests in Tenant and to submit for licensing all lenders or a finding sources of suitability if required or financing. If requested to do soso by Landlord, Tenant shall obtain any license, qualification, clearance or the like which shall be requested or required of Tenant by any Gaming Authority or any regulatory authority having jurisdiction over Landlord or any affiliate of Landlord. Lessor If Tenant fails to satisfy such requirement or if Landlord or any affiliate of Landlord is directed to cease business with Tenant by any such authority, or if Landlord shall bear all costs and expenses related in good faith determine, in Landlord’s reasonable judgment, that Tenant, or any of its officers, directors, employees, agents, designees or representatives, or partner, owner, member, or shareholder, or any lender or financial participant (a) is or might be engaged in, or is about to Lessorbe engaged in, any activity or activities, or (b) was or is involved in any relationship, either of which could or does jeopardize Landlord’s licensing business, reputation or finding such licenses, or those of suitabilityits affiliates, including but not limited or if any such license is threatened to attorneys fees be, or is, denied, curtailed, suspended or revoked, then Tenant shall immediately (i) terminate any relationship with the individual or entity which is the source of Lessorthe problem, or (ii) cease the activity creating the problem. In the event Lessor fails Tenant does not comply with item (i) or refuses (ii) above, then Landlord (x) may require Tenant to submit for licensing specifically perform such obligation (the parties recognizing that damages or other remedies would be inadequate under the circumstances) or (y) may terminate this Lease without liability to Tenant; provided, however, if any matter described herein is reasonably susceptible to cure, Tenant shall have a finding of suitability, reasonable time within which to effect such cure (but in no event longer than the time available to fully comply with any requirement imposed by any Gaming Authority or if Lessor is denied a license or found unsuitable as a lessor, Lessee any other Requirement) and Landlord shall not be required to pay any amount due pursuant to this Lease until such time as the Gaming Authorities approve such payments. All amounts due pursuant to this Lease which are not paid at the time they are due, as a result of Lessor failing or refusing to submit for licensing or being denied a license or being found unsuitable as a lessor, shall accrue to Lessor’s benefit and be paid by Lessee to Lessor upon approval of the Gaming Authorities. The non-payment of Rent or other fees when due pursuant to the foregoing provisions shall not constitute an Event of Default (as defined below). If one or more of the parties constituting Lessor fails or refuses to submit for licensing or a finding of suitability or if one or more of the parties constituting Lessor is denied a license or found unsuitable, the remaining parties constituting Lessor shall have the right to acquire terminate this Lease during such party(ies)’ interest at the then current fair market value. If the remaining parties constituting Lessor do not acquire the interest(s) of the party(ies) who fail or refuse to submit for licensing or a finding of suitability or who are denied a license or found unsuitable within the time parameters set by the Gaming Authorities, Lessee shall have the right to purchase the Premises for the then current fair market value of the Real Property, excluding the value of Improvements thereon, as determined by the average of two MAI appraisals, one to be obtained by Lessor and one by Lessee. Lessor further agrees to fully cooperate with Lessee and Lessee’s sublessees with respect to any applications for licensing filed by themcure period.

Privileged License. Lessor Tenant acknowledges that, in its capacity as a lessor, it is that Landlord and affiliates of Landlord are businesses that are or may be subject to being called forward for licensing or suitability and exist because of privileged licenses issued by governmental authorities relating to casino gaming ("Gaming Authorities"). If a corporation, Tenant shall disclose the Nevada Gaming Commission, the Nevada State Gaming Control Boardnames of all officers and directors of Tenant, and unless a publicly traded corporation on a national stock exchange such as NYSE, AMEX or NASDAQ, Tenant shall disclose to Landlord all other state ownership interests in Tenant and local regulatory and licensing bodies with authority over liquor all lenders or gaming activities and devices in the State sources of Nevada (the “Gaming Authorities”)financing. Lessor agrees to fully cooperate with the Gaming Authorities and to submit for licensing or a finding of suitability if required or If requested to do soso by Landlord, Tenant shall obtain any license, qualification, clearance or the like which shall be requested or required of Tenant by Landlord, Gaming Authorities or any regulatory authority having jurisdiction over Landlord or any affiliate of Landlord. Lessor If Tenant fails to satisfy such requirement or if Landlord or any affiliate of Landlord is directed to cease business with Tenant by any such authority, or if Landlord shall bear all costs in good faith determine, in Landlord's sole and expenses related exclusive judgment, that Tenant, or any of its officers, directors, employees, agents, designees or representatives, or partner, owner, member, or shareholder, or any lender or financial participant (a) is or might be engaged in, or is about to Lessor’s licensing be engaged in, any activity or finding activities, or (b) was or is involved in any relationship, either of suitabilitywhich could or does jeopardize Landlord's business, including but not limited reputation or such licenses, or those of its affiliates, or if any such license is threatened to attorneys fees be, or is, denied, curtailed, suspended or revoked, then Tenant shall immediately (i) terminate any relationship with the individual or entity which is the source of Lessorthe problem, or (ii) cease the activity creating the problem to Landlord's satisfaction. In the event Lessor fails Tenant does not comply with item (i) or refuses (ii) above, then Landlord (x) may require Tenant to submit for licensing specifically perform such obligation (the parties recognizing that damages or a finding of suitability, other remedies would be inadequate under the circumstances) or if Lessor is denied a license or found unsuitable as a lessor, Lessee shall not be required to pay any amount due pursuant to (y) may terminate this Lease until without liability to either party; provided, however, if any matter described herein is reasonably susceptible to cure, Tenant shall have a reasonable time within which to effect such time as the Gaming Authorities approve such payments. All amounts due pursuant to this Lease which are not paid at cure (but in no event longer than the time they are dueavailable to fully comply with any requirement imposed by law, as a result of Lessor failing rule, regulation or refusing to submit for licensing or being denied a license or being found unsuitable as a lessor, shall accrue to Lessor’s benefit and be paid by Lessee to Lessor upon approval of the Gaming Authorities. The non-payment of Rent or other fees when due pursuant to the foregoing provisions ) and Landlord shall not constitute an Event of Default (as defined below). If one or more of the parties constituting Lessor fails or refuses to submit for licensing or a finding of suitability or if one or more of the parties constituting Lessor is denied a license or found unsuitable, the remaining parties constituting Lessor shall have the right to acquire terminate this Lease during such party(ies)’ interest at the then current fair market value. If the remaining parties constituting Lessor do not acquire the interest(s) of the party(ies) who fail or refuse to submit for licensing or a finding of suitability or who are denied a license or found unsuitable within the time parameters set by the Gaming Authorities, Lessee shall have the right to purchase the Premises for the then current fair market value of the Real Property, excluding the value of Improvements thereon, as determined by the average of two MAI appraisals, one to be obtained by Lessor and one by Lessee. Lessor further agrees to fully cooperate with Lessee and Lessee’s sublessees with respect to any applications for licensing filed by themcure period.

Privileged License. Lessor Licensee hereby acknowledges thatthat Licensor and its affiliates are businesses that have gaming licenses issued by the state gaming authorities (each a “Commission”). If required by any regulatory authority having jurisdiction over Licensor, and if requested to do so by Licensor, Licensee shall, at Licensee’s expense, obtain any license, qualification, clearance or the like necessary for Licensee to operate the Business. If Licensee fails to satisfy such requirement or if Licensor or any parent company, subsidiary or affiliate of Licensor is directed to cease business with Licensee by the Commission or any other regulatory authority, or if Licensor shall in good faith determine, in Licensor’s reasonable judgment, that Licensee or any of its capacity officers, directors, employees, agents, designees or representatives (a) is or might be engaged in, or is about to be engaged in, any activity or activities, or (b) was or is involved in any relationship, in each case of either (a) or (b) which would reasonably be expected to or does jeopardize Licensor’s gaming license, or those of Licensor’s parent company, subsidiaries or affiliates, or if any such license is threatened to be, or is, denied, curtailed, suspended or revoked, this Agreement may be immediately terminated by Licensor without further liability or obligation to Licensee. In addition, Licensee hereby acknowledges that it may be illegal for a denied license applicant or a revoked licensee, or a business organization under the control of a denied license applicant or a revoked licensee, to enter into, or attempt to enter into, a contract with Licensor without the prior approval of the Commission, as applicable. Licensee hereby affirms, represents and warrants to Licensor that Licensee is not a lessordenied license applicant, it a revoked licensee or a business organization under the control of a denied license applicant or a revoked licensee, and Licensee hereby agrees that this Agreement is subject to being called forward for licensing or suitability immediate termination by the Nevada Gaming CommissionLicensor if Licensee should become a denied license applicant, the Nevada State Gaming Control Board, and all other state and local regulatory and licensing bodies with authority over liquor or gaming activities and devices in the State of Nevada (the “Gaming Authorities”). Lessor agrees to fully cooperate with the Gaming Authorities and to submit for licensing a revoked licensee or a finding business organization under the control of suitability if required or requested to do so. Lessor shall bear all costs and expenses related to Lessor’s licensing or finding of suitability, including but not limited to attorneys fees of Lessor. In the event Lessor fails or refuses to submit for licensing a denied license applicant or a finding of suitability, or if Lessor revoked licensee. [This space is denied a license or found unsuitable as a lessor, Lessee shall not be required to pay any amount due pursuant to this Lease until such time as the Gaming Authorities approve such payments. All amounts due pursuant to this Lease which are not paid at the time they are due, as a result of Lessor failing or refusing to submit for licensing or being denied a license or being found unsuitable as a lessor, shall accrue to Lessor’s benefit and be paid by Lessee to Lessor upon approval of the Gaming Authorities. The non-payment of Rent or other fees when due pursuant to the foregoing provisions shall not constitute an Event of Default (as defined below). If one or more of the parties constituting Lessor fails or refuses to submit for licensing or a finding of suitability or if one or more of the parties constituting Lessor is denied a license or found unsuitable, the remaining parties constituting Lessor shall have the right to acquire such party(ies)’ interest at the then current fair market value. If the remaining parties constituting Lessor do not acquire the interest(s) of the party(ies) who fail or refuse to submit for licensing or a finding of suitability or who are denied a license or found unsuitable within the time parameters set by the Gaming Authorities, Lessee shall have the right to purchase the Premises for the then current fair market value of the Real Property, excluding the value of Improvements thereon, as determined by the average of two MAI appraisals, one to be obtained by Lessor and one by Lessee. Lessor further agrees to fully cooperate with Lessee and Lessee’s sublessees with respect to any applications for licensing filed by them.intentionally left blank]