Common use of Regulated Persons Clause in Contracts

Regulated Persons. Each of the Issuers’ respective directors, officers, key personnel, partners, members and persons holding a five percent or greater equity or economic interest in the Issuers (each of such persons, a “Regulated Person” and, collectively, the “Regulated Persons”) has all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect (a “Material Permit”). All Material Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material Permit or any material impairment of the rights of the holder of any Material Permit. Neither of the Issuers has received any notice from any issuer, and the Issuers have no actual knowledge, that any issuer is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material Permit.

Regulated Persons. Each of the Issuers’ and the Guarantors’ respective directors, members, managers, officers, key personnel, partners, members personnel and persons holding a five percent or greater equity or economic interest in any of the Issuers or Guarantors (each of such persons, a “Regulated Person” and, collectively, the “Regulated Persons”) has has, and is in compliance with the terms and conditions of, all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect (a “Material Permit”). All Material Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Transaction Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material Permit or any material impairment of the rights of the holder of any Material Permit. Neither None of the Issuers or Guarantors has received any notice from any issuer, and none of the Issuers have no actual knowledge, or Guarantors has any reason to believe that any issuer is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material Permit.

Regulated Persons. Each of the Issuers’ Issuers and the Subsidiary Guarantors and each of their respective directors, officersmembers, key personnelmanagers, partners, members officers and persons holding a five percent or greater equity or economic interest in the Issuers employees (each of the Issuers and the Subsidiary Guarantors and each of such other persons, a “"Regulated Person” " and, collectively, the “"Regulated Persons”") has all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect on (a “Material Permit”)A) the pledge by the Parent of its membership interests in the Company, and (B) the Exchange Offer. All Material such Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, Transactions will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material such Permit or any material impairment of the rights of the holder of any Material such Permit. Neither None of the Issuers or Subsidiary Guarantors has received any notice from any issuer, and the Issuers have no actual knowledge, reason to believe that any issuer is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material such Permit.

Regulated Persons. Each of the Issuers’ Issuers and the Subsidiary Guarantors and each of their respective directors, officersmembers, key personnelmanagers, partners, members officers and persons holding a five percent or greater equity or economic interest in the Issuers employees (each of the Issuers and the Subsidiary Guarantors and each of such other persons, a “"Regulated Person” " and, collectively, the “"Regulated Persons”") has all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect (a “Material Permit”)on the Exchange Offer. All Material such Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, Transactions will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material such Permit or any material impairment of the rights of the holder of any Material such Permit. Neither None of the Issuers or Subsidiary Guarantors has received any notice from any issuer, and the Issuers have no actual knowledge, reason to believe that any issuer Regulated Person is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material such Permit.

Regulated Persons. Each of the Issuers’ respective directors, members, managers, officers, key personnel, partners, members personnel and persons holding a five percent or greater equity or economic interest in either of the Issuers (each of such persons, a “Regulated Person” and, collectively, the “Regulated Persons”) has, or has applied for, and is in compliance with the terms and conditions of, all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect (a “Material Permit”). All Material Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Transaction Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material Permit or any material impairment of the rights of the holder of any Material Permit. Neither of the Issuers has received any notice from any issuer, and neither of the Issuers have no actual knowledge, has any reason to believe that any issuer is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material Permit.

Regulated Persons. Each of the Issuers’ Majestic Entities and each of their respective directors, officersmembers, key personnelmanagers, partners, members officers and persons holding a five percent or greater equity or economic interest in the Issuers employees (each of the Majestic Entities and each of such other persons, a “Regulated Person” "REGULATED PERSON" and, collectively, the “Regulated Persons”"REGULATED PERSONS") has all Permits (including, without limitation, Permits with respect to engaging in gaming operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than (i) such Permits the failure of which to have would not, singly or in the aggregate, have a Material Adverse Effect and (a “Material Permit”)ii) the approval of the Nevada Gaming Commission of (A) the pledge by the Company of its membership interests in Barden Nevada Gaming, LLC in connection with the New Credit Facilxxx xxd (B) the Exchange Offer. All Material such Permits are valid and in full force and effect. Each of the Regulated Persons is in compliance with the terms and conditions of all Permits (including, without limitation, Permits with respect to engaging in gaming or racing operations) necessary or advisable to own, lease, use and operate the properties and assets and to conduct and carry on the businesses described in the Offering Circular, other than where such failure to be in compliance would not, singly or in the aggregate, have a Material Adverse Effect. None of the execution, delivery or performance of any of the Operative Documents, nor the compliance with the terms and provisions thereof, nor the consummation of any of the Transactions, Transactions will allow or result in, and no event has occurred which allows or results in, or after notice or lapse of time would allow or result in, the imposition of any material penalty under, or the revocation or termination of, any Material such Permit or any material impairment of the rights of the holder of any Material such Permit. Neither None of the Issuers Majestic Entities has received any notice from any issuer, and the Issuers have no actual knowledge, reason to believe that any issuer is considering limiting, conditioning, suspending, modifying, revoking or not renewing any Material such Permit.