Common use of Compliance with Gaming Laws Clause in Contracts

Compliance with Gaming Laws. (a) Each of the Buyers, and to the knowledge of Buyers, each of the Licensed Parties hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities, including under the Gaming Laws, necessary to conduct the business and operations of Buyers, each of which is in full force and effect in all material respects (the “Buyer Permits”), except for such Buyer Permits, the failure of which to hold would not, individually or in the aggregate, be reasonably likely to materially impair or materially delay the Closing. No event has occurred or condition or state of facts exists that would reasonably be expected to permit or upon the giving of notice or passage of time or both would reasonably be expected to permit, revocation, non-renewal, modification, suspension, limitation or termination of any Buyer Permit that currently is in effect, other than such Buyer Permits the revocation, non-renewal, modification, suspension, limitation or termination of which, either individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. Each of the Buyers and, to the knowledge of Buyers, each of the Licensed Parties is in compliance with the terms of the Buyer Permits, except for such failures to comply, that, individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. No Buyer has received notice of any investigation or review by any Governmental Entity under any Gaming Law with respect to such Buyer or any of the Buyer Licensing Affiliates that is pending, and, to the knowledge of Buyers, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not be reasonably like to materially impair or materially delay the Closing.

Compliance with Gaming Laws. (a) Each of the BuyersBuyers and, and to the knowledge of the Buyers, each of the Licensed Parties hold holds all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities, including under the Gaming Laws, necessary to conduct the business and operations of Buyersthe Buyers (the “Buyer Permits”), each of which is in full force and effect in all material respects (the “Buyer Permits”)respects, except for such Buyer Permits, the failure of which to hold would not, individually or in the aggregate, be reasonably likely to materially impair or materially delay the Closing. No To the knowledge of the Buyers, as of the date hereof, no event has occurred or condition or state of facts exists that would reasonably be expected to permit permits, or upon the giving of notice or passage of time or both both, would reasonably be expected to permit, revocation, non-renewal, modification, suspension, limitation or termination of any Buyer Permit that currently is in effect, other than such Buyer Permits the revocation, non-renewal, modification, suspension, limitation or termination of which, either individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. Each of the Buyers and, to the knowledge of the Buyers, each of the Licensed Parties is in compliance with the terms of the Buyer Permits, except for such failures to comply, that, individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. No As of the date hereof, no Buyer has received notice of any investigation or review by any Governmental Entity under any Gaming Law with respect to such Buyer or any of the Buyer Licensing Affiliates that is pending, and, to the knowledge of the Buyers, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not be reasonably like to materially impair or materially delay the Closing.

Compliance with Gaming Laws. (a) Each of the BuyersBuyer, and to the knowledge of BuyersBuyer’s knowledge, each of the Licensed Parties Parties, hold all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities, including under the Gaming Laws, necessary to conduct the business and operations of BuyersBuyer, each of which is in full force and effect in all material respects (the “Buyer Permits”), except for such Buyer Permits, the failure of which to hold would not, individually or in the aggregate, be reasonably likely to materially impair or materially delay the Closing. No , and no event has occurred or condition or state of facts exists that would reasonably be expected to permit permits, or upon the giving of notice or passage of time or both would reasonably be expected to permit, revocation, non-renewal, modification, suspension, limitation or termination of any Buyer Permit that currently is in effect, other than such Buyer Permits the revocation, non-renewal, modification, suspension, limitation or termination of which, either individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. Each of the Buyers and, to the knowledge of Buyers, Buyer and each of the Licensed Parties is in compliance with the terms of the Buyer Permits, except for such failures to comply, comply that, individually or in the aggregate, would not be reasonably likely to materially impair or materially delay the Closing. No Other than with respect to applications relating to Gaming Approvals relating to this Agreement that have already begun, neither Buyer nor to Buyer’s knowledge, any Licensed Party, has received notice of any investigation or review by any Governmental Entity under any Gaming Law with respect to such Buyer or any of the Buyer its Licensing Affiliates that is pending, and, and to the knowledge of BuyersBuyer, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not be reasonably like likely to materially impair or materially delay the Closing.

Compliance with Gaming Laws. (a) Each of Section 3.19.1 To the BuyersCompany's knowledge, and except for such matters for which the Management Company has sole responsibility pursuant to the knowledge of BuyersManagement Agreement, each of the Licensed Parties hold Company and the Company Subsidiaries, and each of their respective directors, officers, persons performing management functions similar to officers and, to the Company's knowledge, partners, is in possession of all permits, registrations, findings of suitability, licenses, variances, exemptions, certificates of occupancy, orders and approvals of all Governmental Entities, Entities (including but not limited to all authorizations under the Company Gaming Laws), necessary for the Company and the Company Subsidiaries to own, lease and operate its properties and to conduct the business and operations of Buyersthe Company and the Company Subsidiaries in the manner described in the Company SEC Filings filed prior to the date hereof and as it is being conducted as of the date hereof (the "Company Permits"), each and all of which is such Company Permits are valid, and in full force and effect, except for where the failure to have, or the suspension or cancellation of, or failure to be valid or in full force and effect in all material respects (of, any of the “Buyer Permits”), except for such Buyer Permits, the failure of which to hold Company Permits would not, individually or in the aggregate, be reasonably likely expected to materially impair or materially delay the Closing. No have a Company Material Adverse Effect and no event has occurred or condition or state of facts exists that would reasonably be expected to permit which permits, or upon the giving of notice or passage of time or both would reasonably be expected to permit, revocation, non-renewal, modification, suspension, limitation or termination of any Buyer Company Permit that currently is in effect, other than such Buyer Permits effect the revocation, non-renewal, modification, suspension, limitation or termination loss of which, which either individually or in the aggregate, aggregate would not be reasonably likely expected to materially impair or materially delay have a Company Material Adverse Effect. To the Closing. Each of the Buyers and, to the knowledge of BuyersCompany's knowledge, each of the Licensed Parties is Company and the Company Subsidiaries, and each of their respective directors, officers, persons performing management functions similar to officers and, partners, are in compliance with the terms of the Buyer Company Permits, except for such failures to comply, thatwhich individually or in the aggregate, would not, individually or in the aggregate, be reasonably expected to have a Company Material Adverse Effect. Except as disclosed in the Company SEC Filings filed prior to the date of this Agreement, to the Company's knowledge, none of the Company, the Company Subsidiaries or the businesses of the Company and the Company Subsidiaries are being conducted in violation or default of or in conflict with (A) any Law, ordinance or regulation of any Governmental Entity (including, without limitation, any Company Gaming Laws), (B) any Law applicable to the Company or any Company Subsidiary or by which any property or asset of any Company Subsidiary is bound or affected or (C) any Company Permit, except for possible violations, conflicts or defaults which individually or in the aggregate do not and would not be reasonably likely expected to materially impair or materially delay the Closinghave a Company Material Adverse Effect. No Buyer The Company has received no notice of any investigation or review by any Governmental Entity under any Gaming Law with respect to such Buyer the Company or any of the Buyer Licensing Affiliates Company Subsidiaries that is pending, and, to the knowledge of BuyersCompany's knowledge, no investigation or review is threatened, nor has any Governmental Entity indicated any intention to conduct the same, other than those the outcome of which would not not, individually or in the aggregate, be reasonably like expected to materially impair or materially delay the Closinghave a Company Material Adverse Effect.