INTERNATIONAL GAME EXHIBIT B-1
FORM OF REVOLVING CREDIT NOTE
May 22, 1997
New York, New York
FOR VALUE RECEIVED, the undersigned, INTERNATIONAL GAME
TECHNOLOGY, a Nevada corporation (the "Borrower"), hereby promises
to pay to the order of _______________________ (the "Lender"), on
the Maturity Date, the outstanding principal balance of the
Revolving Credit Loans made by the Lender, and to pay interest
from the date hereof on the principal balance thereof from time to
time outstanding, at the rate or rates, and at the times, set
forth in the Credit Agreement, dated as of May 22, 1997, by and
among the Borrower, The Bank of New York, as administrative agent
(the "Administrative Agent") and as the Issuing Bank, Xxxxx Fargo
Bank, National Association, as Documentation Agent, CIBC Inc.,
Credit Lyonnais Los Angeles Branch, Deutsche Bank AG, New York
Branch and/or Cayman Islands Branch, KeyBank National Association
and United States National Bank of Oregon, as Co-Agents, and the
lenders party thereto (as the same may be amended, supplemented or
otherwise modified from time to time, the "Credit Agreement"), in
each case at the office of the Administrative Agent located at Xxx
Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, or at such other place as the
Administrative Agent may specify from time to time, in lawful
money of the United States of America in immediately available
funds.
Capitalized terms used herein which are not otherwise
defined herein shall have the respective meanings ascribed thereto
in the Credit Agreement.
The Revolving Credit Loans evidenced by this Revolving
Credit Note are prepayable in the amounts and under the cir
cumstances, and its maturity is subject to acceleration upon the
terms, set forth in the Credit Agreement. This Revolving Credit
Note is one of the Revolving Credit Notes under, and as such term
is defined in, the Credit Agreement, and is subject to, and should
be construed in accordance with, the provisions thereof, and is
entitled to the benefits and security set forth in the Loan
Documents.
The Lender is hereby authorized to record on the
schedule annexed hereto, and any continuation sheets which the
Lender may attach hereto, the (i) date and amount of each
Revolving Credit Loan made by the Lender, (ii) character thereof
as an ABR Advance, a Eurodollar Advance, or a combination thereof,
(iii) interest rate (without regard to the Applicable Margin and
Interest Period (if any) applicable to each Eurodollar Advance,
and (iv) date and amount of each conversion of, and each payment
or prepayment of principal of, any such Revolving Credit Loan. No
failure to so record or any error in so recording shall affect the
obligation of the Borrower to repay the Revolving Credit Loans, to
gether with interest thereon, as provided in the Credit Agreement,
and the outstanding principal balance of the Revolving Credit
Loans made by the Lender as set forth in such schedule shall be
presumed to be correct absent manifest error.
Except as specifically otherwise provided in the Credit
Agreement, the Borrower hereby waives presentment, demand, notice
of dishonor, protest, notice of protest and all other demands,
protests and notices in connection with the execution, delivery,
performance, collection and enforcement of this Revolving Credit
Note.
This Revolving Credit Note may only be amended by an
instrument in writing executed pursuant to the provisions of
Section 11.1 of the Credit Agreement.
THIS REVOLVING CREDIT NOTE SHALL BE GOVERNED BY, AND CON
XXXXXX AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE
OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS, BUT
INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW.
INTERNATIONAL GAME TECHNOLOGY
By:
Name:
Title:
By:
Name:
Title:
SCHEDULE TO
REVOLVING CREDIT NOTE
Interest
Rate on
Eurodollar
Amount of Advances
Type of principal (without Interest
Advance converted, regard to Period (if
(ABR or Amount of paid or Applicable Eurodollar Notation
Date Eurodollar) Advance prepaid Margin) Advance) Made By
