EIGHTH, PAYMENT TO LENDER OF THE UNUSED ADVANCE
FEE THEN DUE AND PAYABLE, IF ANY;
92
(IX)
NINTH, PAYMENT TO LENDER IN RESPECT OF THE
INTEREST RESERVE FUND UNTIL THE MINIMUM BALANCE HAS BEEN REACHED;
(X)
TENTH, PAYMENT TO BORROWER OF ANY
INCENTIVE MANAGEMENT FEES PAYABLE TO ANY MANAGER; AND
(XI)
ELEVENTH, AS APPLICABLE, EITHER (A) IF THE
GENERAL RESERVE EXCESS CASH CONDITIONS ARE NOT THEN SATISFIED AND THE EXCESS
CASH RELEASE DATE HAS NOT OCCURRED, PAYMENT TO LENDER OF ALL EXCESS CASH FLOW
FOR DEPOSIT INTO THE INTEREST RESERVE FUND, OR (B) IF THE GENERAL RESERVE EXCESS
CASH CONDITIONS ARE THEN SATISFIED BUT THE EXCESS CASH RELEASE DATE HAS NOT
OCCURRED, PAYMENT TO LENDER OF ALL EXCESS CASH FLOW FOR DEPOSIT INTO THE GENERAL
RESERVE ACCOUNT, OR (C) FROM AND AFTER THE EXCESS CASH RELEASE DATE, ALL AMOUNTS
REMAINING IN THE CASH MANAGEMENT ACCOUNT AFTER THE APPLICATION OF THE AMOUNTS
REQUIRED FOR THE PAYMENTS SET FORTH ABOVE SHALL BE REMITTED TO BORROWERS.
(D)
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET
FORTH IN SECTION 2.6.2(B) OR 2.6.2(C) HEREOF, IF AND WHEN GAMING BORROWER SHALL
BECOME THE GAMING OPERATOR IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, ON
EACH PAYMENT DATE, PROVIDED THAT NO EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE
CONTINUING, THE FIRST DISBURSEMENT THAT SHALL BE MADE FROM THE CASH MANAGEMENT
ACCOUNT, PRIOR TO THE DISBURSEMENT REQUIRED PURSUANT TO SECTION 2.6.2(B)(I) OR
2.6.2(C)(I) HEREOF, AS APPLICABLE, SHALL BE A TRANSFER OF FUNDS INTO THE CASINO
ACCOUNT (I) IN AN AMOUNT EQUAL TO ANY INCREMENTAL INCREASE IN THE AMOUNT OF THE
GAMING LIQUIDITY REQUIREMENT THAT IS REQUIRED TO BE MAINTAINED BY GAMING
BORROWER UNDER APPLICABLE GAMING LAWS IN THE CASINO ACCOUNT AS A RESULT OF ANY
INCREASE IN GAMING BUSINESS AT THE CASINO COMPONENT OR DUE TO ANY CHANGE IN THE
APPLICABLE REQUIREMENTS UNDER GAMING LAWS GENERALLY, AND/OR (II) IN AN AMOUNT
EQUAL TO ANY INCREMENTAL INCREASE IN THE AMONG OF THE GAMING OPERATING RESERVE
REQUIRED UNDER THE GAMING LAWS, IN EACH OF THE FOREGOING INSTANCES, AS SET FORTH
IN THE APPLICABLE MONTHLY GAMING REQUIREMENT CERTIFICATE.
(E)
SUBJECT TO SECTIONS 2.6.3, 3.20.1, 3.20.2
AND 7.4.2 HEREOF, THE INSUFFICIENCY OF FUNDS ON DEPOSIT IN THE CASH MANAGEMENT
ACCOUNT SHALL NOT RELIEVE BORROWERS FROM THE OBLIGATION TO MAKE ANY PAYMENTS, AS
AND WHEN DUE PURSUANT TO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, INCLUDING,
WITHOUT LIMITATION, THE PAYMENTS SET FORTH IN CLAUSES (I) THROUGH (IX),
INCLUSIVE, IN SECTION 2.6.2(B) OR 2.6.2(C) HEREOF, AS APPLICABLE, AND SUCH
OBLIGATIONS SHALL BE SEPARATE AND INDEPENDENT, AND NOT CONDITIONED ON ANY EVENT
OR CIRCUMSTANCE WHATSOEVER.
(F)
ALL FUNDS ON DEPOSIT IN THE CASH
MANAGEMENT ACCOUNT FOLLOWING THE OCCURRENCE AND DURING THE CONTINUATION OF AN
EVENT OF DEFAULT MAY BE APPLIED BY LENDER TO THE DEBT IN ANY ORDER, PRIORITY AND
PROPORTIONS AS LENDER SHALL ELECT IN ITS SOLE DISCRETION FROM TIME TO TIME UNTIL
THE DEBT IS PAID IN FULL, WITH ANY AMOUNTS REMAINING BEING DISBURSED TO
BORROWERS.
BORROWERS AND LENDER HEREBY AGREE AND ACKNOWLEDGE