AND, (III) AS TO PROJECTIONS, VALUATIONS
OR PROFORMA FINANCIAL STATEMENTS, PRESENT A GOOD FAITH OPINION AS TO SUCH
PROJECTIONS, VALUATIONS AND PROFORMA CONDITION AND RESULTS AS OF THE DATE SUCH
PROJECTIONS, VALUATIONS OR PROFORMA FINANCIAL STATEMENTS WERE PREPARED.
SECTION 3.17
RIGHTS TO PAYMENT.
EACH RIGHT TO PAYMENT AND EACH INSTRUMENT,
DOCUMENT, AND CHATTEL PAPER CONSTITUTING OR EVIDENCING COLLATERAL IS (OR, IN THE
CASE OF ALL FUTURE COLLATERAL, WILL BE WHEN ARISING OR ISSUED) THE VALID,
GENUINE AND LEGALLY ENFORCEABLE OBLIGATION, SUBJECT TO NO DEFENSE, SETOFF OR
COUNTERCLAIM, OF THE ACCOUNT DEBTOR OR OTHER OBLIGOR NAMED THEREIN OR IN THE
BORROWER'S OR GUARANTOR'S RECORDS PERTAINING THERETO AS BEING OBLIGATED TO PAY
SUCH OBLIGATION.
SECTION 3.18
GAMING ACCOUNTS.
SCHEDULE 3.18 LISTS EACH GAMING ACCOUNT
MAINTAINED BY THE BORROWER AND EACH GUARANTOR AS OF THE CLOSING DATE.
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ARTICLE IV
AFFIRMATIVE COVENANTS
(OTHER THAN INFORMATION AND REPORTING REQUIREMENTS)
So long as any Obligations remain unpaid or unperformed, or any portion of the
Revolving Commitment remains in force, unless the Lender otherwise consents, the
Borrower shall, and shall cause each Guarantor to:
SECTION 4.1 PAYMENT OF TAXES AND OTHER POTENTIAL LIENS. PAY AND DISCHARGE
PROMPTLY ALL APPLICABLE TAXES AND OTHER GOVERNMENTAL CHARGES IMPOSED UPON THE
BORROWER OR ANY GUARANTOR OR ITS PROPERTY OR ANY PART THEREOF, UPON ITS INCOME
OR PROFITS OR ANY PART THEREOF OR ANY APPLICABLE TAX ASSESSMENT, AND ANY
GOVERNMENTAL CHARGES IMPOSED UPON ANY RIGHT OR INTEREST OF THE LENDER UNDER ANY
LOAN DOCUMENT, EXCEPT THAT THE BORROWER SHALL NOT BE REQUIRED TO PAY OR CAUSE TO
BE PAID ANY TAX, ASSESSMENT OR GOVERNMENTAL CHARGE THAT IS NOT YET DELINQUENT,
OR IS BEING CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS, SO LONG AS THE
BORROWER HAS ESTABLISHED AND MAINTAINED ADEQUATE RESERVES FOR THE PAYMENT OF THE
SAME AND BY REASON OF SUCH NONPAYMENT AND CONTEST NO MATERIAL ITEM OR PORTION OF
THE GAMING ASSETS IS IN JEOPARDY OF BEING SEIZED, LEVIED UPON OR FORFEITED.
SECTION 4.2 MAINTENANCE OF PROPERTIES. MAINTAIN, PRESERVE AND PROTECT, AND CAUSE
EACH GUARANTOR TO MAINTAIN, PRESERVE AND PROTECT ALL OF THE GAMING ASSETS AND
ALL OTHER PROPERTY THAT IS INTEGRAL TO THE OPERATION OF THE GAMING BUSINESS
(SUCH AS ROADWAYS, ELECTRICAL, WATER AND POWER OR RELATED PROPERTY) IN GOOD
ORDER AND CONDITION, SUBJECT TO WEAR AND TEAR IN THE ORDINARY COURSE OF
BUSINESS, AND NOT PERMIT ANY WASTE OF SUCH PROPERTIES, EXCEPT THAT THE FAILURE
TO MAINTAIN, PRESERVE AND PROTECT A PARTICULAR ITEM OF PROPERTY THAT IS NOT OF
SIGNIFICANT VALUE, EITHER INTRINSICALLY OR TO THE OPERATIONS OF THE GAMING
BUSINESS, SHALL NOT CONSTITUTE A VIOLATION OF THIS COVENANT, AND MAINTAIN ITS
OWNERSHIP OF ALL INTELLECTUAL PROPERTY AND LICENSES THEREOF NECESSARY FOR THE
OPERATION OF THE GAMING BUSINESS.
SECTION 4.3 MAINTENANCE OF INSURANCE.
(A)
MAINTENANCE OF INSURANCE.
THE BORROWER
SHALL SECURE, PAY FOR AND MAINTAIN, AND CAUSE EACH GUARANTOR TO SECURE, PAY FOR
AND MAINTAIN ALL INSURANCE REQUIRED BY THE COMPACT AND, IN ANY EVENT, THE
BORROWER SHALL SECURE, PAY FOR AND MAINTAIN FOR ALL GAMING