Common use of ENCUMBRANCES AND RESTRICTIONS Clause in Contracts

ENCUMBRANCES AND RESTRICTIONS. As of the Closing Date, other than (i) the Transactions and (ii) the First Lien Credit Agreement, dated as of June 14, 2007, by and among Golden Nugget, Inc., Wachovia Bank, National Association, and the other lenders party thereto (iii) the Second Lien Credit Agreement, dated as of June 14, 2007, by and among Golden Nugget, Inc., Wachovia Bank, National Association, and the other lenders party thereto and (iv) the Deed of Trust Note, dated as of May 10, 2000, payable to ▇▇▇▇▇▇▇ Realty Finance Corporation by Seawall Investments, LLC and assumed by Island Hospitality, Inc. as of March 14, 2003, there will be no encumbrances or restrictions on the ability of any Subsidiary of the Company (x) to pay dividends or make other distributions on such Subsidiary’s capital stock or to pay any indebtedness to the Company or any other Subsidiary of the Company, (y) to make loans or advances or pay any indebtedness to, or investments in, the Company or any other Subsidiary of the Company or (z) to transfer any of its property or assets to the Company or any other Subsidiary of the Company (other than Permitted Liens or provisions that restrict any such transfer).

ENCUMBRANCES AND RESTRICTIONS. As of the Closing Date, other than (i) the Transactions and Transactions, (ii) the First Lien Credit Agreement, dated as of June 14, 2007, by and among Golden Nugget, Inc., Wachovia Bank, National Association, and the other lenders party thereto thereto, (iii) the Second Lien Credit Agreement, dated as of June 14, 2007, by and among Golden Nugget, Inc., Wachovia Bank, National Association, and the other lenders party thereto and thereto, (iv) the Deed of Trust Note, dated as of May 10, 2000, payable to ▇▇▇▇▇▇▇ Realty Finance Corporation by Seawall Investments, LLC and assumed by Island Hospitality, Inc. as of March 14, 2003, (v) the Amended and Restated Credit Agreement and (vi) the Transaction Documents, there will be no encumbrances or restrictions on the ability of any Subsidiary of the Company (x) to pay dividends or make other distributions on such Subsidiary’s capital stock or to pay any indebtedness to the Company or any other Subsidiary of the Company, (y) to make loans or advances or pay any indebtedness to, or investments in, the Company or any other Subsidiary of the Company or (z) to transfer any of its property or assets to the Company or any other Subsidiary of the Company (other than Permitted Liens or provisions that restrict any such transfer).