Common use of Rights of Agent and Lenders Clause in Contracts

Rights of Agent and Lenders. Subject to Section 6.3(b) hereof, (a) upon the occurrence and during the continuation of a default, Agent and Lenders may, without notice to Borrower, cease funding amounts not yet advanced hereunder or under the Loan. Upon the occurrence and continuation of an Event of Default, Agent may, in its sole discretion, at the same or different times, in addition to any right or remedy available to it under the Mortgage or any other Loan Document or permitted by law or equity, declare the Obligations and all sums then owing by Borrower hereunder to be forthwith due and payable, whereupon all such sums shall become and be immediately due and payable without presentment, demand, notice and protest, notice of dishonor, notice of intent to accelerate, notice of acceleration or notice of any other kind, except as may be specifically required under this Agreement or the Note or the Mortgage, and Agent, for the ratable benefit of the Lenders, shall have the right to enter into possession of the Premises and perform any and all work and labor necessary to complete the Improvements and employ watchmen to protect the Premises and the Improvements and all sums expended by Agent in connection with the construction of the Improvements shall be deemed to have been paid to Borrower and secured by the lien of the Mortgage (as shall any other sums advanced by Agent for whatsoever purpose relative to the Loan or the Improvements). For this purpose, Borrower hereby constitutes and appoints Agent its true and lawful attorney-in-fact with full power of substitution to complete the Improvements, and hereby empowers said attorney or attorneys after the occurrence and during the continuance of an Event of Default to do the following: to use any funds of Borrower including any balance which may be held in escrow and any funds which may remain unadvanced hereunder for the purpose of completing the Improvements; to make such additions and changes and corrections in the Plans which shall be necessary to complete the Improvements; to rent the Premises; to employ such contractors, subcontractors, agents, architects and inspectors as shall be required for said purposes; to pay, settle or compromise all existing bills and claims which are or may be Liens against the Premises, or may be necessary or desirable for the completion of the work or the clearance of title; to execute all applications and certificates in the name of Borrower which may be required by any construction contract; and to do any and every act with respect to the construction of the Improvements which Borrower may do in its own behalf. It is understood and agreed that this power of attorney shall be deemed to be a power coupled with an interest and cannot be revoked. Said attorney-in-fact shall also have power to prosecute and defend all actions or proceedings in connection with the construction of the Improvements and to take such action and require such performance as it deems necessary. Borrower hereby assigns and quitclaims to Agent, for the ratable benefit of the Lenders, all sums not advanced hereunder and all sums in escrow or any sums deposited with Agent which sums may be used for any purpose associated with the Loan as Agent may desire.

Rights of Agent and Lenders. Subject Each Guarantor authorizes Agent and Lenders, without giving notice to Section 6.3(bany Guarantor or obtaining any Guarantor’s consent and without affecting the liability of any Guarantor (provided that if addressed in the Credit Agreement, in accordance therewith) hereof, from time to time to: (a) renew or extend all or any portion of the Guaranteed Obligations under the Credit Agreement, the Notes or any of the other Loan Documents; (b) declare all sums owing to Agent or any Lender under the Credit Agreement, the Notes and the other Loan Documents due and payable upon the occurrence and during the continuation continuance of a default, Agent and Lenders may, without notice to Borrower, cease funding amounts not yet advanced hereunder or Default under the Loan. Upon Loan Documents; (c) make changes in the occurrence dates specified for payments of any sums payable in periodic installments under the Credit Agreement, the Notes or any of the other Loan Documents; (d) otherwise modify the terms of any of the Loan Documents except to the extent that any such modification will materially increase the Guaranteed Obligations; (e) take and continuation hold security for the performance of an Event the Guaranteed Obligations (provided that if addressed in the Credit Agreement, the Notes or the other Loan Documents, in accordance therewith) and exchange, enforce, waive and release any such security (provided that if addressed in the Credit Agreement, the Notes or the other Loan Documents, in accordance therewith); (f) apply such security and direct the order or manner of Defaultsale thereof as Agent or any Lender in its discretion may determine (provided that if addressed in the Credit Agreement, the Notes or the other Loan Documents, in accordance therewith); (g) release, substitute or add any one or more endorsers of the Notes or guarantors of Borrower’s Obligations under the Notes or the other Loan Documents; (h) apply payments received by Agent mayor any Lender from Borrower to any Obligations of Borrower to Agent or any Lender, in such order as Agent or any Lender shall determine in its sole discretion; (i) subject to the prior approval of all applicable Gaming Authorities to the extent required by applicable Gaming Laws, at assign this Guaranty in whole or in part; and (j) subject to the same prior approval of all applicable Gaming Authorities to the extent required by applicable Gaming Laws, assign, transfer or different times, in addition to any right or remedy available to it under the Mortgage negotiate all or any other Loan Document or permitted by law or equity, declare the Obligations and all sums then owing by Borrower hereunder to be forthwith due and payable, whereupon all such sums shall become and be immediately due and payable without presentment, demand, notice and protest, notice of dishonor, notice of intent to accelerate, notice of acceleration or notice of any other kind, except as may be specifically required under this Agreement or the Note or the Mortgage, and Agent, for the ratable benefit part of the Lenders, shall have the right to enter into possession of the Premises and perform any and all work and labor necessary to complete the Improvements and employ watchmen to protect the Premises and the Improvements and all sums expended by Agent in connection with the construction of the Improvements shall be deemed to have been paid to Borrower and secured by the lien of the Mortgage (as shall any other sums advanced by Agent for whatsoever purpose relative to the Loan or the Improvements). For this purpose, Borrower hereby constitutes and appoints Agent its true and lawful attorney-in-fact with full power of substitution to complete the Improvements, and hereby empowers said attorney or attorneys after the occurrence and during the continuance of an Event of Default to do the following: to use any funds of Borrower including any balance which may be held in escrow and any funds which may remain unadvanced hereunder for the purpose of completing the Improvements; to make such additions and changes and corrections in the Plans which shall be necessary to complete the Improvements; to rent the Premises; to employ such contractors, subcontractors, agents, architects and inspectors as shall be required for said purposes; to pay, settle or compromise all existing bills and claims which are or may be Liens against the Premises, or may be necessary or desirable for the completion of the work or the clearance of title; to execute all applications and certificates in the name of Borrower which may be required by any construction contract; and to do any and every act with respect to the construction of the Improvements which Borrower may do in its own behalf. It is understood and agreed that this power of attorney shall be deemed to be a power coupled with an interest and cannot be revoked. Said attorney-in-fact shall also have power to prosecute and defend all actions or proceedings in connection with the construction of the Improvements and to take such action and require such performance as it deems necessary. Borrower hereby assigns and quitclaims to Agent, for the ratable benefit of the Lenders, all sums not advanced hereunder and all sums in escrow or any sums deposited with Agent which sums may be used for any purpose associated with the Loan as Agent may desireGuaranteed Obligations.

Rights of Agent and Lenders. Subject to Section 6.3(b) hereof, (a) upon Upon the occurrence and during the continuation continuance of a defaultany Event of Default, Agent, on behalf of Lenders, shall have the right (but not the obligation), in addition to all the remedies conferred upon Agent and Lenders mayby law or equity or by the terms of any of the Loan Documents, to do any or all of the following, from time to time and at any time, in any order as Agent determines in its sole discretion (subject to Section 10.3), independently, singularly, concurrently or successively, together or otherwise, with or without notice to Borrower, cease funding amounts not yet advanced hereunder or under the Loan. Upon the occurrence and continuation of an Event of Default, Agent may, in its sole discretion, at the same or different times, in addition to any right or remedy available to it under the Mortgage or any other Loan Document or permitted by law or equity, : (a) declare the Obligations Indebtedness to be, and all sums then owing by Borrower hereunder to be forthwith due and payablethe Indebtedness shall thereupon become, whereupon all such sums shall become and be immediately due and payable without presentment, demand, notice and protest, notice of dishonor, notice of intent to accelerate, notice of acceleration protest or notice of any other kind, except as may be specifically required all of which are hereby expressly waived, anything contained herein or in the Notes to the contrary notwithstanding; (b) terminate Agent’s and Lenders’ obligations under this Agreement to extend credit of any kind or to make any Advance or disbursement, whereupon the commitment and obligations of Agent and Lenders to extend credit or to make any Advance hereunder shall terminate; (c) enter upon, take possession of, and use the Property and all parts thereof, and all material, equipment and supplies therein, to the extent of Borrower’s interest therein, complete the Project and do anything which in Agent’s sole judgment is necessary or desirable to fulfill, pay, settle or compromise the obligation to Borrower hereunder and continue to operate the Property; (d) use and apply any monies, reserves and/or letters of credit deposited by Borrower with Agent or otherwise held by or for the benefit of Agent or Lenders, to cure any such default or to apply on account of any Indebtedness; and (e) exercise or pursue any other remedy or cause of action permitted under this Agreement or any other Loan Documents, or conferred upon Agent or Lenders by operation of law or in equity. With respect to clause (c) above, Agent and its designees, representatives, agents, licensees and contractors shall be entitled to such entry, possession and use without the Note consent of any party and without any legal process or other condition precedent whatsoever. Borrower acknowledges that any denial of such entry, possession and use by Agent will cause irreparable injury and damages to Agent and Lenders and Agent and Lenders shall be entitled to injunctive relief to obtain such entry. Without limiting the Mortgage, and Agent, for the ratable benefit generality of the Lenders, shall have the right to enter into possession of the Premises and perform any and all work and labor necessary to complete the Improvements and employ watchmen to protect the Premises and the Improvements and all sums expended by Agent in connection with the construction of the Improvements shall be deemed to have been paid to Borrower and secured by the lien of the Mortgage (as shall any other sums advanced by Agent for whatsoever purpose relative to the Loan or the Improvements). For this purposeforegoing, Borrower hereby constitutes and appoints Agent its true and lawful attorney-in-fact with full power of substitution to complete the Improvements, and hereby empowers said attorney or attorneys after agrees that upon the occurrence and during the continuance of an Event of Default (a) Agent shall not be subject to do any “one action” or “election of remedies” law or rule, and (b) all liens and other rights, remedies or privileges provided to Agent shall remain in full force and effect until Agent has exhausted all of its remedies against the following: to use any funds Collateral and the Mortgage has been foreclosed, sold and/or otherwise realized upon in satisfaction of Borrower including any balance which may be held the Indebtedness or the Indebtedness has been paid in escrow and any funds which may remain unadvanced hereunder for the purpose of completing the Improvements; to make such additions and changes and corrections in the Plans which full. Nothing herein shall be necessary construed as prohibiting Agent from seeking, and Agent reserves the right to complete the Improvements; to rent the Premises; to employ such contractorsseek, subcontractors, agents, architects and inspectors as shall be required for said purposes; to pay, settle a deficiency judgment or compromise all existing bills and claims which are or may be Liens against the Premises, or may be necessary or desirable for the completion of the work or the clearance of title; to execute all applications and certificates in the name of Borrower which may be required by any construction contract; and to do any and every act with respect preserve a deficiency claim to the construction of extent that Agent deems the Improvements which Borrower may do in its own behalf. It is understood and agreed that this power of attorney shall be deemed to be a power coupled with an interest and cannot be revoked. Said attorney-in-fact shall also have power to prosecute and defend all actions or proceedings same necessary in connection with the construction of the Improvements and to take such action and require such performance as it deems necessary. Borrower hereby assigns and quitclaims to Agent, for the ratable benefit of the Lenders, all sums not advanced hereunder and all sums in escrow any foreclosure or any sums deposited with Agent which sums may be used for any purpose associated with the Loan as Agent may desiresimilar proceeding.