Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / pledge-and-security-agreement-draft.docx
pledge-and-security-agreement-draft.docx
Parties
Harkness LLP
Caldwell LLP
Redstone Gaming Corp
Dates
February 17, 2023
March 15, 2021
September 30, 2022
Amounts
$35,000,000
$200,000,000
$9.24
$10,000,000
$142,000,000
Obligations
Without limiting the foregoing, the terms "account," "chattel paper," "commercial tort claim," "deposit account," "document," "equipment," "general intangible," "goods," "instrument," "inventory," "investment property," "letter-of-credit right," "payment intangible," "proceeds," "software," and "supporting obligation" shall have the meanings given to them in Article 9 of the UCC
03 — Rules of Construction Unless the context otherwise requires: (a) the terms "herein," "hereof," "hereunder," and words of similar import refer to this Agreement as a whole and not to any particular Article, Section, or provision hereof; (b) references to any Article, Section, Exhibit, or Schedule are references to Articles, Sections, Exhibits, or Schedules of this Agreement unless otherwise specified; (c) the word "include" and its derivatives (including "including" and "includes") shall mean "include without limitation"; (d) references to any statute, rule, or regulation include any amendments, modifications, or replacements thereof and any successor statute, rule, or regulation; (e) references to any Person include such Person's successors and permitted assigns; (f) references to "$" or "dollars" mean the lawful currency of the United States of America; (g) the singular shall include the plural and the masculine gender shall include the feminine and neuter genders, and vice versa; and (h) the headings and captions used in this Agreement are for convenience of reference only and shall not affect the interpretation or construction hereof
The relative priority, rights, obligations, and remedies of the Secured Party, on the one hand, and the Senior Agent and the lenders under the Senior Credit Agreement, on the other hand, with respect to the Collateral shall be as set forth in and governed by the Intercreditor Agreement
In the event of any conflict between the provisions of this Agreement and the provisions of the Intercreditor Agreement, the terms and provisions of the Intercreditor Agreement shall control and govern in all respects, and the rights and obligations of the Secured Party hereunder shall be limited, modified, and restricted as provided in the Intercreditor Agreement
The Pledgor agrees to cooperate with the Secured Party and the applicable gaming regulatory authorities in connection with any such suitability determination
(d) The Pledgor acknowledges that any transfer of the Pledged Equity upon exercise of remedies hereunder by the Secured Party may require the prior approval of the Nevada Gaming Control Board, the Arizona Department of Gaming, and the New Mexico Gaming Control Board, as applicable, and that neither the Secured Party nor any transferee of the Pledged Equity shall be required to consummate any such transfer unless and until all required gaming regulatory approvals have been obtained