Common use of Remedies Following an Event of Default Clause in Contracts

Remedies Following an Event of Default. Upon the occurrence of an Event of Default and at any time thereafter whilst it is continuing or following issuance of an Enforcement Notice (as the case may be), the Intercreditor Agent shall, if so instructed by the Required Lenders, by written notice to the Company: 19.2.1 declare that the Available Commitments under any of the Facility Agreements be cancelled or suspended, whereupon they shall be cancelled or suspended; 19.2.2 declare that all or any part of the Advances, together with accrued interest, and all other amounts accrued or outstanding under the Senior Finance Documents be immediately due and payable, whereupon they shall become immediately due and payable; 19.2.3 declare that all or part of the Advances be payable on demand, whereupon they shall immediately become payable on demand by the Intercreditor Agent; 19.2.4 notify the Security Agent that an Event of Default has occurred and is continuing and instruct the Security Agent to issue an Enforcement Notice; 19.2.5 following the issue of an Enforcement Notice, require the Security Agent to take action to enforce all or any part of the Security or all or any of the Shareholder Guarantees (subject to the expiration of any cure periods contained therein), whereupon any such action shall be taken; 19.2.6 following the issue of an Enforcement Notice, instruct the Security Agent to require the perfection of the Liens granted pursuant to the Land Security Assignment and the Assignment of Rights; 19.2.7 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notices regarding the payment of insurance proceeds in accordance with the terms of the Senior Finance Documents; 19.2.8 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notice to any Account Bank in relation to the operation of the Accounts in accordance with paragraph 3.3 (Default) of Schedule 6 (Accounts); and/or 19.2.9 exercise any or all other remedies available at law not inconsistent with the foregoing, provided that the foregoing shall not in any way affect the Intercreditor Agent’s or the Security Agent’s right to separately enforce its rights under the Senior Finance Documents.

Remedies Following an Event of Default. Upon the occurrence of an Event of Default and at any time thereafter whilst it is continuing or following issuance of an Enforcement Notice (as the case may be), the Intercreditor Agent shall, if so instructed by the Required Lenders, by written notice to the Company: 19.2.1 declare that the Available Commitments under any of the Facility Agreements be cancelled or suspended, whereupon they shall be cancelled or suspended; 19.2.2 declare that all or any part of the Advances, together with accrued interest, and all other amounts accrued or outstanding under the Senior Finance Documents be immediately due and payable, whereupon they shall become immediately due and payable; 19.2.3 declare that all or part of the Advances be payable on demand, whereupon they shall immediately become payable on demand by the Intercreditor Agent; 19.2.4 notify the Security Agent that an Event of Default has occurred and is continuing and instruct the Security Agent to issue an Enforcement Notice; 19.2.5 following the issue of an Enforcement Notice, require the Security Agent to require payment of any Contingent Equity Commitment remaining on the date of such notice in accordance with the Wynn Rexxxxs Support Agreement, whereupon such payment shall be made in accordance with such provisions; 19.2.6 following the issue of an Enforcement Notice, require the Security Agent to take action to enforce all or any part of the Security or all or any of the Wynn Rexxxxs Support Agreement and the Shareholder Guarantees (subject to the expiration of any cure periods contained therein), whereupon any such action shall be taken; 19.2.6 19.2.7 following the issue of an Enforcement Notice, instruct the Security Agent to require the perfection of the Liens granted pursuant to the Land Security Assignment and the Assignment of Rights; 19.2.7 19.2.8 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notices regarding the payment of insurance proceeds in accordance with the terms of the Senior Finance Documents; 19.2.8 19.2.9 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notice to any Account Bank in relation to the operation of the Accounts in accordance with paragraph 3.3 11.3 (Default) of Schedule 6 (Accounts); and/or 19.2.9 19.2.10 exercise any or all other remedies available at law not inconsistent with the foregoing, provided that the foregoing shall not in any way affect the Intercreditor Agent’s or the Security Agent’s right to separately enforce its rights under the Senior Finance Documents.

Remedies Following an Event of Default. (a) Upon the occurrence of an Event of Default and at any time thereafter whilst it is continuing or following issuance of an Enforcement Notice (as the case may be)Default, the Intercreditor Agent shall, if so instructed by the Required Lenders, by written notice Instructing Controlling Party may deliver to the Company: 19.2.1 declare that Trustee a written notice, with a copy to the Available Commitments under any of the Facility Agreements be cancelled or suspendedIssuer, whereupon they shall be cancelled or suspended; 19.2.2 declare that all or any part of the Advances, together with accrued interest, and all other amounts accrued or outstanding under the Senior Finance Documents be immediately due and payable, whereupon they shall become immediately due and payable; 19.2.3 declare that all or part of the Advances be payable on demand, whereupon they shall immediately become payable on demand by the Intercreditor Agent; 19.2.4 notify the Security Agent that an Event of Default has occurred and is continuing and instruct continuing. The Trustee shall not be deemed to have any knowledge of the Security Agent to issue an Enforcement Notice; 19.2.5 following the issue occurrence of an Enforcement NoticeEvent of Default, require unless and until it has received such a notice from the Security Agent Instructing Controlling Party. Notwithstanding the foregoing if more than fifty per cent (50%) of the aggregate outstanding principal amount of the Senior Xxxx Xxxxx do not have the benefit of a Credit Facility, then the Trustee may acknowledge that an Event of Default has occurred without notice from the Instructing Controlling Party. (b) Subject to the Intercreditor Agreement, at any time during which an Event of Default has occurred and is continuing commencing on the date of delivery by the Instructing Controlling Party to the Trustee of the notice described in Section 7.2(a) above, the Instructing Controlling Party shall have the right to give the Trustee one or more enforcement directions directing the Trustee to take action to enforce all or any part of the Security or all or any of the Shareholder Guarantees following actions on behalf of the Senior Secured Parties: (i) If such Event of Default as described in Section 7.1(a), without further demand or notice, transfer moneys to the Senior Xxxx Xxxxx Interest Account or Senior Xxxx Xxxxx Principal Account, as applicable, from other Funds and Accounts as provided in, and subject to the expiration limitations set forth in, Section 5.3(c) hereof; (ii) For all other Events of Default, subject to Section 7.2(c) below, whatever action at law or in equity may appear necessary or desirable to enforce the rights of the Senior Secured Parties and shall deposit any moneys received as a result of such action in the Senior Xxxx Xxxxx Interest Account or Senior Xxxx Xxxxx Principal Account, as applicable. (c) Upon an Event of Default, if so instructed by the Instructing Controlling Party, the Trustee shall declare all Outstanding Senior Xxxx Xxxxx, all interest accrued and unpaid thereon, and all other amounts payable under the Senior Xxxx Xxxxx to be due and payable, whereupon the same shall become immediately due and payable without presentment, demand, protest or further notice of any cure periods contained therein)kind, whereupon any such action all of which are waived by the Issuer; provided that the Outstanding Senior Xxxx Xxxxx may be accelerated pursuant to this clause (c) only to the extent the underlying Loans under the applicable Loan Agreement have been accelerated. So long as there are Senior Xxxx Xxxxx Outstanding, the TIFIA Bonds shall be taken; 19.2.6 following the issue of an Enforcement Notice, instruct the Security Agent subject to require the perfection acceleration only upon satisfaction of the Liens granted pursuant to applicable conditions in the Land Security Assignment Intercreditor Agreement. (d) All rights and actions and claims under the Assignment Indenture may be prosecuted and enforced by the Trustee on behalf of Rights; 19.2.7 following the issue Senior Secured Parties. Any recovery of an Enforcement Noticejudgment by the Trustee shall, give (or require the Security Agent to give) notices regarding after provision for the payment of insurance proceeds the reasonable expenses of the Trustee and its advisors, be for the benefit of the other Senior Secured Parties and applied in as provided in Section 7.3. In the case of pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization or other similar judicial proceeding relative to the Issuer or the Trust Estate, the Trustee and the TIFIA Bondholder to the extent permitted by the Intercreditor Agreement shall, upon receipt of written instructions from the Instructing Controlling Party, be entitled to file and prove a claim for the amount of the Issuer’s obligations to the Senior Secured Parties owing and unpaid and to file such other papers or documents as may be necessary in order to have the claims of the Senior Secured Parties allowed in such judicial proceeding and, to the extent permitted by Law, to collect and receive any moneys or other property payable or deliverable on any such claims and to distribute the same in accordance with the terms hereof. (e) Subject to the Intercreditor Agreement, after the occurrence of a Bankruptcy Related Event, the TIFIA Bond shall be treated as a Senior Finance Documents; 19.2.8 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notice to any Account Bank Xxxx Xxxx in all respects other than in relation to the operation benefit of the Accounts Security Interest in accordance with paragraph 3.3 (Defaultthe Debt Service Reserve Fund and as provided in Section 5.3(d) of Schedule 6 (Accounts); and/or 19.2.9 exercise any or all other remedies available at law not inconsistent with the foregoing, provided that the foregoing shall not in any way affect the Intercreditor Agent’s or the Security Agent’s right to separately enforce its rights under the Senior Finance Documentshereof.

Remedies Following an Event of Default. Upon the occurrence of If an Event of Default shall occur, then, in every such event (other than an Event of Default with respect to any Credit Party described in clause (g) or (h) of Section 7.01), and at any time thereafter whilst it is continuing or following issuance during the continuance of an Enforcement Notice such Event of Default, the Administrative Agent may (with the consent of the Required Revolving Lenders voting as the case may bea separate Class), and at the Intercreditor Agent request of the Required Revolving Lenders voting as a separate Class shall, if so instructed by the Required Lenders, by written notice to the Company: 19.2.1 declare that the Available Commitments under Borrowers, take any one or more of the Facility Agreements following actions, at the same or different times: (a) terminate the Commitments, and thereupon the Commitments shall terminate immediately, (b) declare the Loans then outstanding to be cancelled due and payable in whole (or suspendedin part, whereupon they shall in which case any principal not so declared to be cancelled or suspended; 19.2.2 declare that all or any part due and payable may thereafter be declared to be due and payable), and thereupon the principal of the AdvancesLoans so declared to be due and payable, together with accrued interest, interest thereon and all fees and other amounts obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or outstanding other notice of any kind, all of which are hereby waived by the Borrowers, (c) require that the Borrowers deposit cash collateral in an amount equal to 105% of the L/C Exposure in accordance with Section 2.04(j) or (d) exercise any other rights or remedies available under the Senior Finance Financing Documents be immediately or applicable law; provided that in case of any Event of Default with respect to the Credit Parties described in clause (g) or (h) of Section 7.01, the Commitments shall automatically terminate and the principal of the Loans then outstanding, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall automatically become due and payable, whereupon they shall become immediately due and payable; 19.2.3 declare that all or part of the Advances be payable on without presentment, demand, whereupon they shall immediately become payable on demand protest or other notice of any kind, all of which are hereby waived by the Intercreditor Agent; 19.2.4 notify the Security Agent that Borrowers. If an Event of Default has shall have occurred and is continuing and instruct be continuing, then, notwithstanding anything to the Security contrary set forth herein or in any other Financing Document, if the Administrative Agent shall reasonably determine that Exigent Circumstances exist, the Administrative Agent shall not be required to issue an Enforcement Notice; 19.2.5 following obtain the issue consent of an Enforcement Noticethe Required Revolving Lenders voting as a separate Class prior to taking such actions as the Administrative Agent, require in its reasonable judgment, deems necessary to preserve or protect the Security Agent to take action to enforce all Collateral or any part of the Security or all or any of the Shareholder Guarantees (subject to the expiration of any cure periods contained therein), whereupon any such action shall be taken; 19.2.6 following the issue of an Enforcement Notice, instruct the Security Agent to require the perfection of the Liens granted pursuant to the Land Security Assignment and the Assignment of Rights; 19.2.7 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notices regarding the payment of insurance proceeds in accordance with the terms of the Senior Finance Documents; 19.2.8 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notice to any Account Bank in relation to the operation of the Accounts in accordance with paragraph 3.3 (Default) of Schedule 6 (Accounts); and/or 19.2.9 exercise any or all other remedies available at law not inconsistent with the foregoing, provided that the foregoing shall not in any way affect the Intercreditor Agent’s or the Security Agent’s right to separately enforce its rights under the Senior Finance Documents.portion thereof

Remedies Following an Event of Default. Upon the occurrence of an Event of Default and at any time thereafter whilst it is continuing or following issuance of an Enforcement Notice (as the case may be), the Intercreditor Agent shall, if so instructed by the Required Lenders, by written notice to the Company: 19.2.1 declare that the Available Commitments under any of the Facility Agreements be cancelled or suspended, whereupon they shall be cancelled or suspended; 19.2.2 declare that all or any part of the Advances, together with accrued interest, and all other amounts accrued or outstanding under the Senior Finance Documents be immediately due and payable, whereupon they shall become immediately due and payable; 19.2.3 declare that all or part of the Advances be payable on demand, whereupon they shall immediately become payable on demand by the Intercreditor Agent; 19.2.4 notify the Security Agent that an Event of Default has occurred and is continuing and instruct the Security Agent to issue an Enforcement Notice; 19.2.5 following the issue of an Enforcement Notice, require the Security Agent to require payment of any Contingent Equity Commitment remaining on the date of such notice in accordance with the Xxxx Resorts Support Agreement, whereupon such payment shall be made in accordance with such provisions; 19.2.6 following the issue of an Enforcement Notice, require the Security Agent to take action to enforce all or any part of the Security or all or any of the Xxxx Resorts Support Agreement and the Shareholder Guarantees (subject to the expiration of any cure periods contained therein), whereupon any such action shall be taken; 19.2.6 19.2.7 following the issue of an Enforcement Notice, instruct the Security Agent to require the perfection of the Liens granted pursuant to the Land Security Assignment and the Assignment of Rights; 19.2.7 19.2.8 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notices regarding the payment of insurance proceeds in accordance with the terms of the Senior Finance Documents; 19.2.8 19.2.9 following the issue of an Enforcement Notice, give (or require the Security Agent to give) notice to any Account Bank in relation to the operation of the Accounts in accordance with paragraph 3.3 11.3 (Default) of Schedule 6 (Accounts); and/or 19.2.9 19.2.10 exercise any or all other remedies available at law not inconsistent with the foregoing, provided that the foregoing shall not in any way affect the Intercreditor Agent’s or the Security Agent’s right to separately enforce its rights under the Senior Finance Documents.