Termination of MLSA or other Lease/MLSA Related Agreements. Notwithstanding anything in this Agreement or in any of the other Lease/MLSA Related Agreements to the contrary (and without vitiating, limiting or superseding any of Section 1.3, Section 17.3.5.6, Section 17.4.5 or Section 21.1 hereof in any respect), in the event this Agreement or any of the other Lease/MLSA Related Agreements (other than the Lease, which shall be subject to Section 21.1) (or any portion of any of them) is terminated, in whole or in part, for any reason whatsoever, including, without limitation, by a rejection in any bankruptcy, insolvency or dissolution proceedings, other than as expressly permitted by Article XVI hereof (with respect to this Agreement) or the applicable provisions of such other Lease/MLSA Related Agreements (with respect to such agreements), other than expressly in writing by or with the express written consent of Landlord, in its sole and absolute discretion, then, unless Landlord (or, during the continuation of any event of default under any Landlord Financing, any Landlord’s Lender) shall expressly elect otherwise in writing and expressly consent in writing (in its sole and absolute discretion) to the termination of this Agreement, the Parties shall, without expense or loss of economic benefit to Landlord or any creditor under any Landlord Financing, implement the Replacement Structure (or any applicable aspects thereof) described in Section 21.1 herein, as necessary to replicate all prior arrangements with respect to management, sub-management, licensing, Intellectual Property and otherwise as contemplated by this Agreement and any other applicable Lease/MLSA Related Agreements, including the guaranty obligations and liabilities of Lease Guarantor on terms identical to this Agreement as in effect immediately prior to such termination (it being understood, for the avoidance of doubt, that, notwithstanding any such termination of this Agreement or any such other Lease/MLSA Related Agreement, Lease Guarantor shall be liable for any and all Guaranteed Obligations existing or arising prior to the effectuation of the Replacement Structure, or any applicable aspects thereof, and such Replacement MLSA, as and to the extent set forth in Article XVII).
Appears in 5 contracts
Samples: Management and Lease Support Agreement (CAESARS ENTERTAINMENT Corp), Management and Lease Support Agreement (CAESARS ENTERTAINMENT Corp), Management and Lease Support Agreement (Vici Properties Inc.)
Termination of MLSA or other Lease/MLSA Related Agreements. Notwithstanding anything in this Agreement or in any of the other Lease/MLSA Related Agreements to the contrary (and without vitiating, limiting or superseding any of Section 1.3, Section 17.3.5.6, Section 17.4.5 or Section 21.1 hereof in any respect), in the event this Agreement or any of the other Lease/MLSA Related Agreements (other than the Lease, which shall be subject to Section 21.1) (or any portion of any of themit) is terminated, in whole or in part, for any reason whatsoever, including, without limitation, by a rejection in any bankruptcy, insolvency or dissolution proceedings, other than as expressly permitted by Article XVI hereof (with respect to this Agreement) or the applicable provisions of such other Lease/MLSA Related Agreements (with respect to such agreements)as provided for in Section 17.3.5 hereof, other than expressly in writing by or with the express written consent of Landlord, in its sole and absolute discretion, then, unless Landlord (or, during the continuation of any event of default under any Landlord Financing, any Landlord’s Lender) shall expressly elect otherwise in writing and expressly consent in writing (in its sole and absolute discretion) to the termination of this Agreement, the Parties shall, without expense or loss of economic benefit to Landlord or any creditor under any Landlord Financing, implement the Replacement Structure (or any applicable aspects thereof) described in Section 21.1 herein, as necessary to replicate all prior arrangements with respect to management, sub-management, licensing, Intellectual Property and otherwise as contemplated by this Agreement and any other applicable Lease/MLSA Related AgreementsAgreement, including the guaranty obligations and liabilities of Lease Guarantor on terms identical to this Agreement as in effect immediately prior to such termination (it being understood, for the avoidance of doubt, that, notwithstanding any such termination of this Agreement or any such other Lease/MLSA Related Agreement, Lease Guarantor shall be liable for any and all Guaranteed Obligations existing or arising prior to the effectuation of the Replacement Structure, or any applicable aspects thereof, and such Replacement MLSA, as and to the extent set forth in Article XVII).
Appears in 2 contracts
Samples: Management and Lease Support Agreement (Vici Properties Inc.), Management and Lease Support Agreement (CAESARS ENTERTAINMENT Corp)
Termination of MLSA or other Lease/MLSA Related Agreements. Notwithstanding anything in this Agreement or in any of the other Lease/MLSA Related Agreements to the contrary (and without vitiating, limiting or superseding any of Section 1.3, Section 17.3.5.6, Section 17.4.5 or Section 21.1 hereof in any respect), in the event this Agreement or any of the other Lease/MLSA Related Agreements (other than the Lease, which shall be subject to Section 21.1) (or any portion of any of them) is terminated, in whole or in part, for any reason whatsoever, including, without limitation, by a rejection in any bankruptcy, insolvency or dissolution proceedings, other than as expressly permitted by Article XVI or as provided for in Section 17.3.5 hereof (with respect to this Agreement) or the applicable provisions of such other Lease/MLSA Related Agreements (with respect to such agreements), other than expressly in writing by or with the express written consent of Landlord, in its sole and absolute discretion, then, unless Landlord (or, during the continuation of any event of default under any Landlord Financing, any Landlord’s Lender) shall expressly elect otherwise in writing and expressly consent in writing (in its sole and absolute discretion) to the termination of this Agreement or such other Lease/MLSA Related Agreement, as applicable, the Parties shall, without expense or loss of economic benefit to Landlord or any creditor under any Landlord Financing, implement the Replacement Structure (or any applicable aspects thereof) described in Section 21.1 herein, as necessary to replicate all prior arrangements with respect to management, sub-management, licensing, Intellectual Property and otherwise as contemplated by this Agreement and any other applicable Lease/MLSA Related Agreements, including the guaranty obligations and liabilities of Lease Guarantor on terms identical to this Agreement as in effect immediately prior to such termination (it being understood, for the avoidance of doubt, that, notwithstanding any such termination of this Agreement or any such other Lease/MLSA Related Agreement, Lease Guarantor shall be liable for any and all Guaranteed Obligations existing or arising prior to the effectuation of the Replacement Structure, or any applicable aspects thereof, and such Replacement MLSA, as and to the extent set forth in Article XVII).
Appears in 2 contracts
Samples: Management and Lease Support Agreement (Vici Properties Inc.), Management and Lease Support Agreement (CAESARS ENTERTAINMENT Corp)