OF THE PROFITS EARNED TO
THE DATE OF INSOLVENCY OR DEFAULT AND THE RIGHT TO REPAYMENT OF ANY LOANS, AND
SHALL LIKEWISE BE LIABLE FOR ANY LOSSES INCURRED TO THAT DATE.
ARTICLE XI
INSURANCE
11.1
PUBLIC LIABILITY INSURANCE.
THE MANAGER SHALL MAINTAIN PUBLIC
LIABILITY INSURANCE IN THE AMOUNT OF AT LEAST 51,000,000 PER PERSON AND
53,000,000 PER OCCURRENCE.
MANAGER SHALL ALSO KEEP THE BUILDINGS, IMPROVEMENTS
AND CONTENTS THEREON INSURED FOR THEIR FULL REPLACEMENT VALUE AGAINST JOSS OR
DAMAGE BY FIRE, WITH EXTENDED COVERAGE ENDORSEMENT AND VANDALISM COVERAGE.
THE
EXACT NATURE AND EXTENT OF SUCH COVERAGE SHALL BE AGREED UPON BY THE PARTIES,
AND IN THE EVENT OF DISAGREEMENT, AN EXPERIENCED AND LICENSED APPRAISER SHALL BE
HIRED TO DETERMINE SAME.
THE TRIBE WILL BE NAMED AS AN INSURED IN AL/ POLICIES
AND MANAGER WILL SUPPLY TO THE TRIBE WRITTEN EVIDENCE SATISFACTORY TO THE TRIBE
OF SUCH CONTINUING INSURANCE COVERAGE ANNUALLY THEREAFTER.
SUCH INSURANCE
PREMIUMS AND APPRAISAL SHALL BE AN EXPENSE OF OPERATION.
MANAGER SHALL SECURE
FIDELITY BONDS OR INSURANCE ACCEPTABLE TO TRIBE IN AN AMOUNT ADEQUATE TO PROTECT
THE
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ACCOUNTS OF THE ENTERPRISE ON ALL PERSONS WITH SIGNATURE AUTHORITY OVER ACCOUNTS
OF THE ENTERPRISE AND ALL PERSONS WITH MONEY ROOM ACCESS.
ARTICLE XII
SUCCESSORS AND ASSIGNMENTS
12.1
BINDING EFFECT.
THE BENEFITS AND OBLIGATIONS OF THIS AGREEMENT
SHALL INURE TO AND BE BINDING UPON THE PARTIES HERETO, THEIR RESPECTIVE
SUCCESSORS AND ASSIGNS, PROVIDED THAT NEITHER PARTY MAY ASSIGN OR SUBLEASE THEIR
INTEREST IN THIS AGREEMENT WITHOUT PRIOR WRITTEN APPROVAL OF THE OTHER PARTY.
ANY ASSIGNMENT OR SUBLEASE UNDER THIS AGREEMENT SHALL BE SUBJECT TO APPROVAL BY
NIGC, AND SHALL BE PRECEDED BY A COMPLETE BACKGROUND INVESTIGATION OF SUCH
ASSIGNEE OR SUB-LESSEE: TRIBE UNDERSTANDS THAT MANAGER IS ABOUT TO BECOME A
PUBLIC COMPANY AND WILL BE SUBJECT TO FINANCIAL AND OTHER REPORTING REQUIREMENTS
PURSUANT TO SECTION 12 (G) OF THE SECURITIES AND EXCHANGE ACT OF 1934.
ARTICLE XIII
RECORDATION
13.1
RECORDING OF AGREEMENT.
AT THE OPTION OF MANAGER, THIS AGREEMENT
MAY BE RECORDED IN ANY PUBLIC RECORDS.
ARTICLE XIV
NO PARTNERSHIP
14.1
NOTHING IN THIS AGREEMENT IS INTENDED TO CREATE OR CONSTITUTE THE
PARTIES AS PARTNERS TOGETHER, OR ONE TO THE OTHER, AND IT IS EXPRESSLY AGREED
THAT THIS BUSINESS RELATIONSHIP SHALL NOT BE A PARTNERSHIP.
ARTICLE XV
ENTIRE AGREEMENT
15.1
THIS AGREEMENT REPRESENTS THE ENTIRE MANAGEMENT AGREEMENT BETWEEN
THE TRIBE AND MANAGER, AND SUPERSEDES ALL OTHER PREVIOUS AGREEMENTS, WHETHER
WRITTEN OR ORAL, THAT MAY HAVE BEEN ENTERED INTO.
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ARTICLE XVI
NON-INTERFERENCE
16.1
AS A MATERIAL AND SUBSTANTIAL CONSIDERATION FOR THE TRIBE ENTERING
INTO THIS AGREEMENT, MANAGER AGREES THAT NEITHER MANAGER, ITS AGENTS AND
EMPLOYEES SHALL INTERFERE WITH OR ATTEMPT TO INFLUENCE INTERNAL AFFAIRS OR
GOVERNMENTAL DECISIONS OF THE TRIBE WITH THE EXCEPTION THAT MANAGER MAY CHOOSE
TO PUBLICLY OR PRIVATELY OPPOSE ANY PROPOSED ACT OR DECISION THAT IN MANAGER'S
OPINION WOULD BE DETRIMENTAL TO THE GAMING ACTIVITY AND PROFITS TO BE EARNED
THEREFROM.
ARTICLE XVII
EXECUTION IN MULTIPLE
17.1
THIS AGREEMENT IS BEING EXECUTED IN FIVE ORIGINALS, ONE