(2) to provide for uncertificated Notes or Guarantees in addition to or in place
of certificated Notes or Guarantees;
(3) to provide for the assumption of the Companys or a Guarantors
obligations to the Holders of the Notes and Guarantees by a successor to the Company or such Guarantor pursuant to Article 5 or Article 11 hereof;
(4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not
materially adversely affect the legal rights hereunder of any Holder;
(5) to comply with requirements of the SEC in order
to effect or maintain the qualification of this Indenture under the TIA;
(6) to comply with requirements of applicable
Gaming Laws or to provide for requirements imposed by applicable Gaming Authorities;
(7) to provide for the issuance of
Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or
(8) to allow any
Guarantor to execute a supplemental indenture and/or a Notation of Guaranty with respect to the Notes; or
(9) provide for
the acceptance or appointment of a successor Trustee.
Upon the request of the Company accompanied by a resolution of its Board
authorizing the execution of any such amended or supplemental indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee will join with the Company and the Guarantors in the execution of any
amended or supplemental indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee will not be obligated to enter into such amended
or supplemental indenture that affects its own rights, duties or immunities under this Indenture or otherwise.
Section 9.02 With
Consent of Holders of Notes.
Except as provided below in this Section 9.02, the Company and the Trustee may amend or
supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.15 hereof and the defined terms used therein) and the Notes and the Guarantees with the consent of the Holders of at least a majority in aggregate principal
amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the
Notes), and, subject to Sections 6.04 and 6.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on, the Notes, except a payment default
resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then
outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).
Section 2.08 hereof shall determine which Notes are considered to be outstanding for purposes of this Section 9.02.