Common use of Licensability Clause in Contracts

Licensability. None of the Company, any of its Subsidiaries, any of their respective officers, directors, partners, managers, members, principals or Affiliates that will be included in the process of determining the suitability of the Company for a Gaming Approval by a Gaming Authority, or, to the Company’s knowledge, any holders of the Company’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing Persons collectively, the “Company Licensing Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. The Company, its Subsidiaries, and each of their respective Company Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Company Licensed Parties”) is in good standing in each of the jurisdictions in which such Company Licensed Party owns, operates, or manages gaming facilities. To the Company’s knowledge, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (i) result in the denial, revocation, limitation or suspension of a Gaming Approval of any of the Company Licensed Parties or (ii) result in a negative outcome to any finding of suitability proceedings of any of the Company Licensed Parties currently pending, or under the suitability proceedings necessary for the consummation of the Mergers.

Licensability. None of the CompanyParent, any of its Subsidiaries, any of their respective officers, managers, directors, partners, managers, members, principals or Affiliates that will which may reasonably be included considered in the process of determining the suitability of the Company Parent and its Subsidiaries for a Gaming Approval by a Gaming Authority, or, to the CompanyParent’s knowledge, any holders of the CompanyParent’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing Persons Persons, collectively, the “Company Parent Licensing Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. The CompanyParent, its Subsidiaries, and each of their respective Company Parent Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Company Parent Licensed Parties”) is in good standing in each of the jurisdictions in which such Company Parent Licensed Party owns, operates, or manages gaming facilities. To the CompanyParent’s knowledge, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (ia) result in the denial, revocation, limitation or suspension of a Gaming Approval of any of the Company Parent Licensed Parties Parties, or (iib) result in a negative outcome to any finding of suitability proceedings of any of the Company Parent Licensed Parties currently pending, or under the suitability proceedings necessary for the consummation of the MergersMerger.

Licensability. None Except as disclosed in Section 3.24 of the Company Disclosure Schedule, none of the Company, any of its Subsidiaries, any of their respective officers, managers, directors, partners, managers, members, principals or Affiliates that will which may reasonably be included considered in the process of determining the suitability of the Company and its Subsidiaries for a Gaming Approval by a Gaming Authority, or, to the Company’s knowledge, any holders of the Company’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing Persons Persons, collectively, the “Company Licensing Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. The Company, its Subsidiaries, and each of their respective Company Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Company Licensed Parties”) is in good standing in each of the jurisdictions in which such Company Licensed Party owns, operates, or manages gaming facilities. To the Company’s knowledge, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (ia) result in the denial, revocation, limitation or suspension of a Gaming Approval of any of the Company Licensed Parties Parties, or (iib) result in a negative outcome to any finding of suitability proceedings of any of the Company Licensed Parties currently pending, or under the suitability proceedings necessary for the consummation of the MergersMerger.

Licensability. None of the CompanyParent, any of its SubsidiariesMerger Sub, nor any of their respective officers, directors, partners, managers, members, principals principals, or Affiliates that will be included in the process of determining the suitability of the Company Parent or Merger Sub for a Gaming Approval by a Gaming Authority, or, to the CompanyParent’s knowledgeKnowledge, any holders of the CompanyParent’s capital stock or other equity interests who will be required to be licensed or found suitable under applicable Gaming Laws (the foregoing Persons collectively, the “Company Licensing Affiliates”), has ever abandoned or withdrawn (in each case in response to a communication from a Gaming Authority regarding a likely or impending denial, suspension or revocation) or been denied or had suspended or revoked a Gaming Approval, or an application for a Gaming Approval, by a Gaming Authority. The CompanyParent, its SubsidiariesMerger Sub, and each of their respective Company Licensing Affiliates which is licensed or holds any Gaming Approval pursuant to applicable Gaming Laws (collectively, the “Company Licensed Parties”) is in good standing in each of the jurisdictions in which such Company Licensed Party owns, operates, or manages gaming facilities. To Following consultation with Parent’s legal and regulatory advisors, to the CompanyParent’s knowledgeKnowledge, there are no facts which, if known to any Gaming Authority, would be reasonably likely to (i) result in the denial, rejection, revocation, limitation limitation, conditioning, or suspension of a Gaming Approval of any of the Company Licensed Parties or Parties, (ii) result in a negative outcome to any finding of suitability proceedings of any of the Company Licensed Parties currently pending, or under the suitability proceedings necessary for the consummation of the MergersTransactions, or (iii) unreasonably delay approval of the Transactions contemplated by this Agreement.