MANNER THE VALIDITY OR ENFORCEABILITY OF ANY
PROVISION OF ANY LOAN DOCUMENT; OR ANY LOAN PARTY DENIES THAT IT HAS ANY OR
FURTHER LIABILITY OR OBLIGATION UNDER ANY PROVISION OF ANY LOAN DOCUMENT, OR
PURPORTS TO REVOKE, TERMINATE OR RESCIND ANY PROVISION OF ANY LOAN DOCUMENT; OR
(K)
CHANGE OF CONTROL.
THERE OCCURS ANY CHANGE OF CONTROL; OR
(L)
COLLATERAL DOCUMENTS.
ANY COLLATERAL DOCUMENT AFTER DELIVERY
THEREOF PURSUANT TO SECTION 4.01 OR 6.12 SHALL FOR ANY REASON (OTHER THAN
PURSUANT TO THE TERMS
99
THEREOF) CEASE TO CREATE A VALID AND PERFECTED FIRST PRIORITY LIEN (SUBJECT TO
LIENS PERMITTED BY SECTION 7.01) ON THE COLLATERAL PURPORTED TO BE COVERED
THEREBY OR SHALL BE SO ASSERTED BY THE BORROWER OR ANY LOAN PARTY; OR
(M)
GAMING MATTERS.
(I)
IF THE BORROWER OR ANY OF ITS SUBSIDIARIES
FAILS TO KEEP IN FULL FORCE AND EFFECT, SUFFERS THE TERMINATION, REVOCATION,
FORFEITURE, NONRENEWAL OR SUSPENSION OF, OR SUFFERS A MATERIAL ADVERSE
AMENDMENT, CONDITION OR LIMITATION TO, ANY GAMING LICENSE, FINDING OF
SUITABILITY OR OTHER APPROVAL OR AUTHORIZATION REQUIRED TO ENABLE BORROWER OR
SUBSIDIARY TO OWN, OPERATE, OR OTHERWISE CONDUCT OR MANAGE ANY GAMING ACTIVITIES
WHERE BORROWER OR ANY OF ITS SUBSIDIARIES CONDUCT SUCH BUSINESS FOR SEVEN
CONSECUTIVE CALENDAR DAYS; OR
(ii)
if any Governmental Authority terminates, suspends, revokes,
repeals, fails to issue or fails to renew any Gaming License held by William
Wortman, William Paulos or OCM or finding of suitability or other approvals or
authorization required to enable William Wortman, William Paulos or OCM to own,
operate, participate or associate in the business of Borrower and its
Subsidiaries; or
(iii)
if the Temporary Casino is not Operating within one year of the
Closing Date; or
(N)
OTHER MATTERS.
IF A PARTY TO THE EQUITY GUARANTEE FAILS TO
PERFORM OR OBSERVE ANY COVENANT OR AGREEMENT CONTAINED IN THE EQUITY GUARANTEE
ON ITS PART TO BE PERFORMED OR OBSERVED.
8.02.
Remedies upon Event of Default.
If any Event of Default occurs and
is continuing, the Administrative Agent shall, at the request of, or may, with
the consent of, the Required Lenders, take any or all of the following actions:
(A)
DECLARE THE COMMITMENT OF EACH LENDER TO MAKE LOANS AND ANY
OBLIGATION OF THE L/C ISSUER TO MAKE L/C CREDIT EXTENSIONS TO BE TERMINATED,
WHEREUPON SUCH COMMITMENTS AND OBLIGATION SHALL BE TERMINATED;
(B)
DECLARE THE UNPAID PRINCIPAL AMOUNT OF ALL OUTSTANDING LOANS, ALL
INTEREST ACCRUED AND UNPAID THEREON, AND ALL OTHER AMOUNTS OWING OR PAYABLE
HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT TO BE IMMEDIATELY DUE AND PAYABLE,
WITHOUT PRESENTMENT, DEMAND, PROTEST OR OTHER NOTICE OF ANY KIND, ALL OF WHICH
ARE HEREBY EXPRESSLY WAIVED BY THE BORROWER;
(C)
REQUIRE THAT THE BORROWER CASH COLLATERALIZE THE L/C OBLIGATIONS
(IN AN AMOUNT EQUAL TO THE THEN OUTSTANDING AMOUNT THEREOF); AND
(D)
EXERCISE ON BEHALF OF ITSELF, THE LENDERS AND THE L/C ISSUER ALL
RIGHTS AND REMEDIES AVAILABLE TO IT, THE LENDERS AND THE L/C ISSUER UNDER THE
LOAN DOCUMENTS;
provided, however, that upon the occurrence