MATERIAL RISK OF CRIMINAL OR CIVIL LIABILITY ON OPERATOR
OR OWNER;
(K)
SUBJECT TO OWNER'S PRIOR WRITTEN APPROVAL, APPOINT COUNSEL,
DEFEND, AND CONTROL ANY AND ALL LEGAL ACTIONS OR PROCEEDINGS RELATING TO THE
HOTEL (I) IN WHICH OPERATOR IS A NAMED PARTY; OR (II) THAT PERTAIN TO POLICIES,
PROCEDURES OR BUSINESS PRACTICES OF OPERATOR OR ITS AFFILIATES USED AT THE
HOTEL;
(L)
TAKE SUCH ACTIONS WITHIN OPERATOR'S REASONABLE CONTROL AS
OPERATOR DETERMINES TO BE NECESSARY OR ADVISABLE TO COMPLY WITH (I) ALL
APPLICABLE LAWS; AND (II) THE TERMS OF ALL INSURANCE POLICIES;
(M)
IN CONJUNCTION WITH ANY PLAYER DEVELOPMENT PROGRAMS IMPLEMENTED AT
THE HOTEL, PROVIDE COMPLIMENTARIES AND ACCEPT MARKERS FROM CASINO CUSTOMERS IN
ACCORDANCE WITH ITS PROMOTION OF GAMING OPERATIONS AT THE HOTEL; PROVIDED,
HOWEVER, IN THE EXERCISE OF ITS REASONABLE BUSINESS JUDGMENT AND IN CONJUNCTION
WITH PLAYER DEVELOPMENT PROGRAMS, OPERATOR SHALL OBTAIN FROM PATRONS RECEIVING
MARKERS, TO THE EXTENT PERMITTED, AND IN ACCORDANCE WITH GAMING LAWS (AS DEFINED
BELOW), APPROPRIATE DOCUMENTATION IN ACCORDANCE WITH OVERALL MARKERS POLICIES
ESTABLISHED FOR THE CASINO FROM TIME TO TIME;
(N)
COLLECT ALL CHARGES, RENTS, MARKERS AND OTHER AMOUNTS DUE ON
ACCOUNT OF THE CASINO AND PURSUE ALL REMEDIES AVAILABLE PURSUANT TO APPLICABLE
LAWS AND/OR THE TERMS AND CONDITIONS OF RELEVANT CONTRACTS, AS APPLICABLE AND
NECESSARY, FROM THE CASINO GUESTS, PATRONS, TENANTS, SUBTENANTS, AND OTHER
PARTIES PROVIDING EXCLUSIVE SERVICES AND CONCESSIONAIRES;
(O)
DIRECT OWNER WITH RESPECT TO THE DISBURSEMENT OF FUNDS FROM
OPERATING ACCOUNTS FOR THE HOTEL IN ACCORDANCE WITH THE BUDGET AND GAMING LAWS;
(P)
AT THE REQUEST AND EXPENSE OF OWNER, TAKE ACTIONS WITHIN
OPERATOR'S REASONABLE CONTROL TO DISCHARGE ANY LIEN, ENCUMBRANCE OR CHARGE
AGAINST THE HOTEL OR ANY COMPONENT OF THE HOTEL;
(Q)
ADVISE AND ASSIST OWNER WITH THE MAINTENANCE OF COMPLETE BOOKS OF
ACCOUNT AND RECORDS RELATING TO OR REFLECTING THE RESULTS OF OPERATION OF THE
HOTEL, IN ACCORDANCE WITH THE BUDGET, GAMING LAWS AND GENERAL ACCEPTED
ACCOUNTING PRINCIPLES ("GAAP");
(R)
INCUR INDEBTEDNESS IN THE NAME AND ON BEHALF OF OWNER INCLUDING
TRADE PAYABLES FOR GOODS AND SERVICES INCURRED IN THE ORDINARY COURSE OF
BUSINESS IN THE OPERATION OF THE HOTEL, TO THE EXTENT PERMITTED UNDER THE
BUDGET;
(S)
KEEP THE HOTEL AND THE FF&E IN GOOD OPERATING ORDER, REPAIR AND
CONDITION, CONSISTENT WITH THE OPERATING STANDARD, INCLUDING MAKING NECESSARY
REPLACEMENTS, IMPROVEMENTS, ADDITIONS AND SUBSTITUTIONS THERETO IN ACCORDANCE
WITH THIS AGREEMENT;
A-4
(T)
TAKE SUCH ACTIONS AS ARE CUSTOMARY AND USUAL IN THE OPERATION OF
THE HOTEL IN ACCORDANCE WITH THE OPERATING STANDARD; AND
(U)
TAKE SUCH ACTIONS AS OPERATOR DEEMS NECESSARY OR ADVISABLE TO
PERFORM ALL DUTIES AND OBLIGATIONS REQUIRED TO BE PERFORMED BY OPERATOR UNDER
THIS AGREEMENT.
2.04
OPERATING STANDARD.
OPERATOR SHALL PERFORM THE SERVICES TO THE
LEVEL OF COMPETENCY AND QUALITY PRESENTLY MAINTAINED BY OTHER OPERATORS
PROVIDING SIMILAR SERVICES TO SIMILAR FACILITIES AS CONTEMPLATED HEREIN, AND
OPERATOR SHALL ADHERE TO ALL APPLICABLE LAWS, RULES, REGULATIONS, AND STANDARDS,
INCLUDING ETHICAL STANDARDS, AND GAAP APPLICABLE TO THE PERFORMANCE OF THE
SERVICES ("OPERATING
STANDARD").
ALL FEES (OTHER THAN THE