EXHIBIT 6 (REV2) Neither this Warrant nor the shares of Common Stock issuable upon exercise of this Warrant has been registered under the Securities Act of l933, as amended (the "Act") and may not be sold, pledged, hypothecated or otherwise...Warrant Agreement • April 20th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • New York
WITNESSETHLoan Agreement • January 30th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
GUARANTYGuaranty • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
BACKGROUND ----------Escrow Agreement • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
SUBSCRIPTIONWarrant Agreement • April 20th, 2004 • Mid State Raceway Inc • Services-racing, including track operation
The undersigned ___________________________________, pursuant to the provisions of the foregoing Warrant, hereby agrees to subscribe for and purchase ____________ shares of the Common Stock of Mid-State Raceway, Inc., covered by said Warrant, and makes payment therefor in full at the price per share provided by said Warrant.
ii) VIP shall, following the completion of the Collection Efforts transmit to the Guarantor written notice ("VIP Notice") setting forth: (A) the continued existence of the Raceway's default in payment of the Obligation, (B) the amount of the...Guarantee • January 30th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • New York
WITNESSETHIndemnification Agreement • January 30th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
WITNESSETHIndemnification & Liability • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
WITNESSETHLoan Agreement • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation
WITNESSETHLoan Agreement • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
WITNESSETHSecurities Purchase Agreement • April 20th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
EXHIBIT 8 (REV2) Neither this Warrant nor the shares of Common Stock issuable upon exercise of this Warrant has been registered under the Securities Act of l933, as amended (the "Act") and may not be sold, pledged, hypothecated or otherwise...Warrant Agreement • April 20th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • New York
WITNESSETHIndemnification Agreement • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
Vestin Mortgage April 9, 2004Loan Agreement • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation
RECITALSStock Pledge and Security Agreement • April 20th, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
QUIT CLAIM ASSIGNMENTQuit Claim Assignment • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation
FOR VALUE RECEIVED, the undersigned Shawn Scott ("Scott") All Capital LLC ("All Capital"), Vernon, LLC ("Vernon") and Capital One LLC ("Capital", and Scott, All Capital, Vernon and Capital One collectively the "Assignor") does hereby transfer, sell, assign and convey unto Raceway Ventures, LLC (the "Assignee") any and all rights of every kind, nature or description, if any, which Assignor has to provide debt or equity financing to Mid-State Raceway, Inc.
Exhibit (2) November 12, 2003 All Capital LLC 1055 E. Tropicana Avenue Las Vegas, NV 89119 Re: Shares Pledge Agreement ----------------------- Gentlemen: This letter sets forth the agreement ("Agreement") between Victoria Scott ("Scott") and All...Shares Pledge Agreement • March 3rd, 2004 • Mid State Raceway Inc • Services-racing, including track operation • Nevada
April 10, 2004Scott Guarantee • May 14th, 2004 • Mid State Raceway Inc • Services-racing, including track operation
