Common use of Voting Rights in Respect of the Pledged Collateral Clause in Contracts

Voting Rights in Respect of the Pledged Collateral. (a) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing by the Pledgees): (i) Pledgor shall be entitled to exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Agreement; provided, however, that Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such Pledgee, such action would have a material adverse effect on the Security Interest or the rights and remedies of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All rights of Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(i) shall cease, and all such rights shall thereupon become vested in the Agent who shall thereupon have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (a) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing by the Pledgees): (i) To the extent permitted by law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Agreement; provided, however, that Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such Pledgee, such action would have a material adverse effect on the Security Interest Domestic Pledge Agreement or the rights and remedies of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten Note Documents until (10A) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any time as an Event of Default shall have occurred and be continuing and (unless such B) the 2008 Purchasers have accelerated payment of the Notes pursuant to the 2008 Note Agreement; and (ii) If an Event of Default has occurred and is waived continuing and the 2008 Purchasers have accelerated payment of the Notes as contemplated in writing by the Pledgees): subparagraph (ie)(i) All above, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection shall cease, cease during the existence of such Event of Default and all such rights shall thereupon become vested in the Agent who Collateral Agent, which shall thereupon then during the continuance of such Event of Default have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing and be continuing, to the extent permitted by the Pledgees): (i) law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or shall refrain from exercising any such right if, in the reasonable judgment of such Pledgee, if such action would have a material adverse effect on the Security Interest or the rights and remedies value of the Pledgees hereunder; providedPledged Collateral or any part thereof. (ii) Subject to subsection (e) of this Section, furtherupon the occurrence and during the continuance of a Default or an Event of Default, that Pledgor shall give the Pledgees at least ten (10) days' prior and upon written notice of the manner in which it intends to exerciseexercise of the following right from the Administrative Agent, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Administrative Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing and be continuing, to the extent permitted by the Pledgees): (i) law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or shall refrain from exercising any such right if, in the reasonable judgment of such Pledgee, if such action would have a material adverse effect on the Security Interest or the rights and remedies value of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, Pledged Collateral or the reasons for refraining from exercising, any such rightpart thereof. (bii) Upon and after the occurrence and during the continuance of any a Default or an Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All Default, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Collateral Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless and be continuing, to the extent permitted by law until receipt by a Pledgor of written notice from the Administrative Agent, such Event of Default is waived in writing by the Pledgees): (i) Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such Pledgee, such action would have a material adverse effect on the Security Interest or the rights and remedies of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right.and (bii) Upon and after the occurrence and during the continuance of any an Event of Default (unless such Event and, provided that all Loan Parties have satisfied their obligation to notify the Administrative Agent of Default is waived in writing all Events of Default, following receipt by a Pledgor of written notice from the Pledgees): (i) All Administrative Agent, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Administrative Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rightsrights which right shall revert to and vest in the applicable Pledgor upon the waiver or cure of all such Events of Default, and such Pledgor shall thereafter have the sole right to exercise such voting and other consensual rights subject to the terms of this clause (d).

Voting Rights in Respect of the Pledged Collateral. (a) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing by the Pledgees):and be continuing: (i) Each Pledgor shall be entitled to exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Agreement; provided, however, that such Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such Pledgee, if such action would have a material adverse effect on the Security Interest or the rights and remedies of the Pledgees hereunder; provided, further, that such Pledgor shall give the Pledgees at least ten five (105) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any Event of Default (unless such Event of Default is waived in writing by the Pledgees):Default: (i) All rights of each Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(i) shall cease, and all such rights shall thereupon become vested in the Agent who shall thereupon have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (a) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing by the Pledgees): (i) To the extent permitted by law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Agreement; provided, however, that Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such Pledgee, such action would have a material adverse effect on the Security Interest Domestic Pledge Agreement or the rights and remedies of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten Credit Agreement until (10A) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any time as an Event of Default shall have occurred and be continuing and (unless such B) the Administrative Agent has accelerated payment of the Loans pursuant to the Credit Agreement; and (ii) If an Event of Default has occurred and is waived continuing and the Administrative Agent has accelerated payment of the Loans as contemplated in writing by the Pledgees): subparagraph (ie)(i) All above, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection shall cease, cease during the existence of such Event of Default and all such rights shall thereupon become vested in the Agent who Administrative Agent, which shall thereupon then during the continuance of such Event of Default have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing and be continuing, to the extent permitted by the Pledgees): (i) law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or shall refrain from exercising any such right ifif the Administrative Agent shall have notified the Pledgor that, in the reasonable judgment of such PledgeeAdministrative Agent’s judgment, such action would have a material adverse effect on the Security Interest or the rights and remedies value of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, Pledged Collateral or the reasons for refraining from exercising, any such rightpart thereof. (bii) Upon and after the occurrence and during the continuance of any a Default or an Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All Default, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Administrative Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (a) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing by the Pledgees): (i) Each Pledgor shall be entitled to exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Agreement; provided, however, that such Pledgor shall not exercise or refrain from exercising any such right if, in the reasonable judgment of such PledgeePledgees, such action would have a material adverse effect on the Security Interest or the rights and remedies of the Pledgees hereunder; provided, further, that such Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right. (b) Upon and after the occurrence of any Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All rights of each Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(i) shall cease, and all such rights shall thereupon become vested in the Agent who shall thereupon have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing and be continuing, to the extent permitted by the Pledgees): (i) law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or shall refrain from exercising any such right ifif the Administrative Agent shall have notified the Pledgor that, in the reasonable judgment of such PledgeeAdministrative Agent's judgment, such action would have a material adverse effect on the Security Interest or the rights and remedies value of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, Pledged Collateral or the reasons for refraining from exercising, any such rightpart thereof. (bii) Upon Subject to any necessary consent or approval by the applicable Gaming Authorities and after upon the occurrence and during the continuance of any a Default or an Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All Default, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Administrative Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rights.

Voting Rights in Respect of the Pledged Collateral. (ai) So long as no Event of Default shall have occurred (unless such Event of Default is waived in writing and be continuing, to the extent permitted by the Pledgees): (i) law, each Pledgor shall be entitled to may exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; provided, however, that Pledgor shall not exercise or shall refrain from exercising any such right ifif the Administrative Agent shall have notified the Pledgor that, in the reasonable judgment of such PledgeeAdministrative Agent's judgment, such action would have a material adverse effect on the Security Interest or the rights and remedies value of the Pledgees hereunder; provided, further, that Pledgor shall give the Pledgees at least ten (10) days' prior written notice of the manner in which it intends to exercise, Pledged Collateral or the reasons for refraining from exercising, any such rightpart thereof. (bii) Upon and after the occurrence and during the continuance of any a Default or an Event of Default (unless such Event of Default is waived in writing by the Pledgees): (i) All Default, all rights of a Pledgor to exercise or refrain from exercising the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(iparagraph (i) of this subsection (d) shall cease, cease and all such rights shall thereupon become vested in the Administrative Agent who which shall thereupon then have the sole right to exercise or refrain from exercising such voting and other consensual rights.