ENVIRONMENTAL LAWS AND
PROMPTLY ADVISE THE LENDER IN WRITING OF (A) ANY AND ALL ENFORCEMENT, CLEANUP,
REMOVAL OR OTHER GOVERNMENTAL OR REGULATORY ACTIONS INSTITUTED, COMPLETED OR
THREATENED IN WRITING PURSUANT TO ANY APPLICABLE ENVIRONMENTAL LAWS, (B) ANY AND
ALL CLAIMS MADE OR THREATENED IN WRITING, AND RECEIVED BY THE BORROWER OR ANY
GUARANTOR, BY ANY THIRD PARTY AGAINST THE BORROWER OR ANY GUARANTOR RELATING TO
DAMAGE, CONTRIBUTION, COST RECOVERY, COMPENSATION, LOSS OR INJURY RESULTING FROM
ANY HAZARDOUS SUBSTANCES AND (C) DISCOVERY BY ANY SENIOR OFFICER OF THE BORROWER
OF ANY OCCURRENCE OR CONDITION ON ANY REAL PROPERTY ADJOINING OR IN THE VICINITY
OF ANY GAMING BUSINESS REAL ESTATE THAT COULD CAUSE THE GAMING BUSINESS REAL
ESTATE OR ANY PART THEREOF TO BE SUBJECT TO ANY RESTRICTIONS ON OCCUPANCY OR USE
UNDER ANY APPLICABLE ENVIRONMENTAL LAWS.
SECTION 4.11 COMPLIANCE WITH BANK SECRECY ACT AND USA PATRIOT ACT. WITH RESPECT
TO THE GAMING BUSINESS, (I) IN COMPLIANCE WITH 31 CFR § 103.21 (THE "REPORTING
REGULATION"), REPORT ANY TRANSACTION RELEVANT TO A POSSIBLE VIOLATION OF LAW OR
REGULATION SO LONG AS SUCH TRANSACTION IS CONDUCTED OR ATTEMPTED BY, AT, OR
THROUGH GAMING ASSETS, AND
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INVOLVES OR AGGREGATES AT LEAST $5,000 IN FUNDS OR OTHER ASSETS, AND, WITHIN THE
MEANING OF THE REPORTING REGULATION, THE BORROWER KNOWS, SUSPECTS, OR HAS REASON
TO SUSPECT THAT THE TRANSACTION (OR A PATTERN OF TRANSACTIONS OF WHICH THE
TRANSACTION IS A PART) IS A SUSPICIOUS TRANSACTION DESCRIBED IN
SUBSECTION (A)(2) OF THE REPORTING REGULATION, AND (II) IN COMPLIANCE WITH 31
CFR § 103.64, ESTABLISH AND MAINTAIN AN ANTI-MONEY LAUNDERING COMPLIANCE
PROGRAM, WITH APPROPRIATE TESTING.
ARTICLE V
NEGATIVE COVENANTS
(OTHER THAN INFORMATION AND REPORTING REQUIREMENTS)
So long as any Obligations remain unpaid or unperformed, or the Revolving
Commitment remains in force, unless the Lender otherwise consents, the Borrower
shall not, and shall not permit any Guarantor to:
SECTION 5.1 DISPOSITION OF PROPERTY; SALE OF ASSETS. MAKE OR ALLOW ANY
DISPOSITION OF ANY GAMING ASSETS WHETHER NOW OWNED OR HEREAFTER ACQUIRED, OTHER
THAN:
(A)
IN THE ORDINARY COURSE OF BUSINESS;
(B)
FOR PURPOSES WHICH DIRECTLY OR INDIRECTLY
BENEFIT THE GAMING BUSINESS, INCLUDING, WITHOUT LIMITATION, THE REPAYMENT OF
INDEBTEDNESS, THE PAYMENT OF CONTRACTUAL OBLIGATIONS, PAYMENT OF COSTS RELATED
TO EXPANSION PROJECTS, AND THE PAYMENT OF ALL OPERATING EXPENSES INCURRED IN
CONNECTION WITH THE GAMING BUSINESS;
(C)
THE SALE OF GAMING ASSETS IN THE ORDINARY
COURSE OF BUSINESS FOR NOT LESS THAN FAIR MARKET VALUE;
(D)
DISTRIBUTIONS PERMITTED UNDER SECTION 5.3
AND INVESTMENTS PERMITTED UNDER SECTION 5.2; AND
(E)
DISPOSITIONS OF CASH EQUIVALENTS.
SECTION 5.2 INVESTMENTS. MAKE ANY INVESTMENT WITH GAMING ASSETS OR THE PROCEEDS
THEREOF, OR MAKE ANY ACQUISITION WITH ANY GAMING ASSETS OR THE PROCEEDS THEREOF,
EXCEPT:
(A)
PERMITTED INVESTMENTS (AS DEFINED IN THE
SENIOR NOTES INDENTURE, OTHER THAN THE INVESTMENTS REFERENCED IN CLAUSES
(10) AND (11) THEREOF); AND
(B)
INVESTMENTS IN CASH OR CASH EQUIVALENTS.
SECTION 5.3 DISTRIBUTIONS. DECLARE OR MAKE ANY DISTRIBUTION, WHETHER FROM
CAPITAL, INCOME OR OTHERWISE, AND WHETHER IN CASH OR OTHER GAMING ASSETS,