OTHER REAL
PROPERTY OR RIGHTS TO THE USE OF REAL PROPERTY WHICH IS: (I) ADJACENT TO ANY OF
THE COLLATERAL PROPERTIES AND USED IN A
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MATERIAL MANNER IN CONNECTION WITH THE USE AND/OR OPERATION AT THE COLLATERAL
PROPERTIES, THE HOTEL/CASINO FACILITIES, OR ANY OF THEM, OR (II) IF NOT SO
ADJACENT, NECESSARY AND REQUIRED FOR THE USE AND OPERATION OF SUCH COLLATERAL
PROPERTY, HOTEL/CASINO FACILITIES, OR ANY OF THEM, BORROWERS SHALL CONCURRENTLY
WITH THE ACQUISITION OF SUCH REAL PROPERTY OR THE RIGHTS TO THE USE OF SUCH REAL
PROPERTY, EXECUTE OR CAUSE THE EXECUTION OF SUCH DOCUMENTS AS MAY BE NECESSARY
TO ADD SUCH REAL PROPERTY OR RIGHTS TO THE USE OF REAL PROPERTY AS COLLATERAL
UNDER THE BANK FACILITIES, TOGETHER WITH EACH OF THE NEW ACQUISITION
CERTIFICATIONS.
SECTION 5.07.
REPAIR OF PROPERTIES AND ASSETS.
AT
ALL TIMES THROUGHOUT THE TERM OF THE BANK FACILITIES, BORROWERS SHALL, AT THEIR
OWN COST AND EXPENSE, (A) MAINTAIN, PRESERVE AND KEEP IN A MANNER CONSISTENT
WITH HOTEL AND GAMING CASINO OPERATING PRACTICES, AS THE CASE MAY BE, APPLICABLE
TO HOTEL/CASINO OPERATIONS OPERATING IN THE JURISDICTIONS IN WHICH SUCH
PROPERTIES ARE LOCATED, ITS ASSETS AND PROPERTIES, INCLUDING, BUT NOT LIMITED
TO, THE COLLATERAL PROPERTIES AND ALL FF&E OWNED OR LEASED BY BORROWERS IN GOOD
AND SUBSTANTIAL REPAIR, WORKING ORDER AND CONDITION, ORDINARY WEAR AND TEAR
EXCEPTED, (B) FROM TIME TO TIME, MAKE OR CAUSE TO BE MADE, ALL NECESSARY AND
PROPER REPAIRS, REPLACEMENTS, RENEWALS, IMPROVEMENTS AND BETTERMENTS THERETO,
AND (C) FROM TIME TO TIME, MAKE SUCH SUBSTITUTIONS, ADDITIONS, MODIFICATIONS AND
IMPROVEMENTS AS MAY BE NECESSARY AND AS SHALL NOT IMPAIR THE STRUCTURAL
INTEGRITY, OPERATING EFFICIENCY AND ECONOMIC VALUE OF SAID ASSETS AND
PROPERTIES.
ALL ALTERATIONS, REPLACEMENTS, RENEWALS, OR ADDITIONS MADE PURSUANT
TO THIS SECTION 5.07 SHALL BECOME AND CONSTITUTE A PART OF SAID ASSETS AND
PROPERTY AND SUBJECT, INTER ALIA, TO THE PROVISIONS OF SECTION 5.01 AND SUBJECT
TO THE LIEN OF THE LOAN DOCUMENTS.
SECTION 5.08.
FINANCIAL STATEMENTS; REPORTS;
CERTIFICATES AND BOOKS AND RECORDS.
UNTIL BANK FACILITIES TERMINATION,
BORROWERS SHALL, UNLESS THE AGENT BANK (WITH THE WRITTEN APPROVAL OF THE
REQUISITE LENDERS) OTHERWISE CONSENTS, AT BORROWERS' SOLE EXPENSE, DELIVER TO
THE AGENT BANK AND EACH OF THE LENDERS A FULL AND COMPLETE COPY OF EACH OF THE
FOLLOWING AND SHALL COMPLY WITH EACH OF THE FOLLOWING FINANCIAL REQUIREMENTS:
A.
MONTHLY FINANCIAL REPORTING.
(I)
FINANCING REPORTING.
AS SOON AS
PRACTICABLE, AND IN ANY EVENT WITHIN FORTY-FIVE (45) DAYS AFTER THE END OF EACH
CALENDAR MONTH (INCLUDING THE LAST CALENDAR MONTH OF EACH FISCAL YEAR), THE
CONSOLIDATED AND CONSOLIDATING BALANCE SHEET, INCOME STATEMENT, STATEMENT OF
CASH FLOWS, STATEMENT OF RETAINED EARNINGS AND OPERATING STATEMENT FOR THE
CALENDAR MONTH UNDER REVIEW AND REFLECTING YEAR-TO-DATE PERFORMANCE OF THE
BORROWER CONSOLIDATION AND A COMPARISON OF THE FINANCIAL PERFORMANCE OF THE
BORROWER CONSOLIDATION TO THE PRIOR FISCAL YEAR'S OPERATIONS AND PROJECTED
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RESULTS FROM OPERATIONS AT THE HOTEL/CASINO FACILITIES (IN EACH CASE RECONCILED
WITH YEAR END AUDITED STATEMENTS AND COMPARED TO BUDGET AND PRIOR YEAR PERIOD)