"VOLUNTARY PERMANENT
REDUCTION") ON THE FOLLOWING CONDITIONS:
(I)
THAT EACH SUCH VOLUNTARY PERMANENT
REDUCTION BE IN THE MINIMUM AMOUNT OF ONE MILLION DOLLARS ($1,000,000.00) AND
MADE IN WRITING BY AN AUTHORIZED OFFICER, EFFECTIVE ON THE FIFTH (5TH) BANKING
BUSINESS DAY FOLLOWING RECEIPT BY AGENT BANK;
(II)
THAT EACH SUCH VOLUNTARY PERMANENT
REDUCTION SHALL BE IRREVOCABLE AND A PERMANENT REDUCTION TO THE MAXIMUM
PERMITTED BALANCE; AND
(III)
IN THE EVENT ANY VOLUNTARY PERMANENT
REDUCTION REDUCES THE MAXIMUM PERMITTED BALANCE TO LESS THAN THE SUM OF THE
FUNDED OUTSTANDINGS, THE BORROWERS SHALL IMMEDIATELY CAUSE THE FUNDED
OUTSTANDINGS TO BE REDUCED BY SUCH AMOUNT AS MAY BE NECESSARY TO CAUSE THE
FUNDED OUTSTANDINGS TO BE EQUAL TO OR LESS THAN THE MAXIMUM PERMITTED BALANCE.
SECTION 2.02.
USE OF PROCEEDS OF THE CREDIT
FACILITY.
AVAILABLE BORROWINGS SHALL BE USED FOR THE PURPOSES OF:
A.
ON THE CLOSING DATE (COLLECTIVELY THE
"CLOSING DISBURSEMENTS"):
(I)
CONTINUING UP TO FIFTY MILLION DOLLARS
($50,000,000.00) OF THE OUTSTANDING PRINCIPAL BALANCE UNDER THE EXISTING CREDIT
FACILITY AS FUNDED OUTSTANDINGS UNDER THE CREDIT FACILITY; AND
(II)
PAYING IN FULL THE FEES DUE AGENT BANK AS
SET FORTH IN THE FEE SIDE LETTER, THE COSTS, FEES AND EXPENSES OF TITLE
INSURANCE COMPANIES INCURRED IN CONNECTION WITH THE ISSUANCE OF THE TITLE
ENDORSEMENTS, THE COSTS, FEES AND EXPENSES OF THE ATTORNEYS FOR BORROWERS AND
THE COSTS, FEES AND EXPENSES OF HENDERSON & MORGAN, LLC, ATTORNEYS FOR AGENT
BANK, AND ASSOCIATE COUNSEL AND INSURANCE CONSULTANTS RETAINED BY THEM INCURRED
TO THE CLOSING DATE.
B.
DURING THE REVOLVING CREDIT PERIOD:
51
(I)
FUNDING WORKING CAPITAL NEEDS OF THE
BORROWER CONSOLIDATION RELATING TO THE HOTEL/CASINO FACILITIES;
(II)
FUNDING ONGOING CAPITAL EXPENDITURE
REQUIREMENTS OF THE BORROWER CONSOLIDATION RELATING TO THE HOTEL/CASINO
FACILITIES; AND
(III)
FUNDING FOR OTHER GENERAL CORPORATE
PURPOSES.
SECTION 2.03.
NOTICE OF BORROWINGS.
A.
AN AUTHORIZED OFFICER MAY GIVE AGENT
BANK, NO LATER THAN 9:00 A.M. ON ANY BANKING BUSINESS DAY AT AGENT BANK'S OFFICE
SPECIFIED IN SECTION 2.07, THREE (3) FULL BANKING BUSINESS DAYS PRIOR WRITTEN
NOTICE IN THE FORM OF THE NOTICE OF BORROWING ("NOTICE OF BORROWING"), A COPY OF
WHICH IS MARKED "EXHIBIT B", AFFIXED HERETO AND BY THIS REFERENCE INCORPORATED
HEREIN AND MADE A PART HEREOF, FOR EACH PROPOSED BORROWING TO BE MADE WITH
REFERENCE TO A LIBO RATE AND AT LEAST ONE (1) FULL BANKING BUSINESS DAY PRIOR
NOTICE FOR ALL OTHER BORROWINGS, SPECIFYING THE DATE AND AMOUNT OF EACH PROPOSED
BORROWING.
AGENT BANK SHALL GIVE PROMPT NOTICE OF EACH NOTICE OF BORROWING TO
LENDERS OF THE AMOUNT TO BE FUNDED AND SPECIFYING THE FUNDING DATE IN ACCORDANCE
WITH SECTION 9.03(A).
NOT LATER THAN 11:00 A.M. ON THE FUNDING DATE SPECIFIED,
EACH LENDER SHALL DISBURSE TO AGENT BANK ITS PRO RATA SHARE OF THE AMOUNT TO BE
ADVANCED BY EACH SUCH LENDER IN LAWFUL MONEY OF THE UNITED STATES OF AMERICA AND
IN IMMEDIATELY AVAILABLE FUNDS.
AGENT BANK SHALL MAKE THE PROCEEDS OF SUCH
FUNDINGS RECEIVED BY IT ON OR BEFORE 11:00 A.M. FROM THE LENDERS AVAILABLE TO
BORROWERS