FIRST AMENDMENT
FIRST AMENDMENT
to
$250,000,000 REVOLVING CREDIT FACILITY
CREDIT AGREEMENT
by and among
XXXXXXXXX XXXXX INCORPORATED, as the Borrower,
and
THE GUARANTORS PARTY HERETO
and
THE BANKS PARTY HERETO
and
PNC BANK, NATIONAL ASSOCIATION, As Agent,
and
CIBC XXXXXXXXXXX CORP., As Syndication Agent.
and
BANK ONE, KENTUCKY, N.A., As Documentation Agent
Dated as of April 30, 1999
WHEREAS, reference is made to the Credit Agreement dated April 23, 1999
(the "Credit Agreement") described above,
THEREFORE, the parties hereto, in consideration of their mutual
covenants and agreements hereinafter set forth and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged and
intending to be legally bound hereby, amend Schedule 5.1.12 (Consents) to add a
new paragraph to read as follows:
Notwithstanding anything to the contrary in the Credit Agreement,
the parties acknowledge that prior to the transfer, assignment, change of
ownership or interest, foreclosure or realization of any of the Collateral
156
or Mortgages (each as defined in the Credit Agreement) related to Calder,
Tropical, or CDMC stock or any transfer, assignment, or change of ownership or
interest in Florida pari-mutuel permits or licenses, such transfer, assignment,
change of ownership or interest, foreclosure or realization must comply with
Florida law, including Chapter 550, Florida Statutes, including, but not limited
to Sections 550.054 and 550.1815, Florida Statutes, which may require approval
by the Division.
[SIGNATURE PAGES TO FOLLOW]
157
[SIGNATURE PAGE 1 OF 3 TO FIRST AMENDMENT]
IN WITNESS WHEREOF, the parties hereto, by their officers thereunto duly
authorized, have executed this Agreement as of the day and year first above
written.
BORROWER:
XXXXXXXXX XXXXX INCORPORATED
By:\s\ Xxxxxx X. Xxxxxx
Title: Executive Vice President and CFO
GUARANTORS:
XXXXXXXXX DOWN MANAGEMENT
COMPANY
By:\s\ Xxxxxx X. Xxxxxx
Title: Vice President and Treasurer
XXXXXXXXX XXXXX INVESTMENT
COMPANY
By:\s\ Xxxxxx X. Xxxxxx
Title: President
RACING CORPORATION OF AMERICA
By:\s\ Xxxxxx X. Xxxxxx
Title: Treasurer
ELLIS PARK RACE COURSE, INC.
By:\s\ Xxxxxx X. Xxxxxx
Title: Treasurer
158
[SIGNATURE PAGE 2 OF 3 TO FIRST ADMENDMENT]
CALDER RACE COURSE, INC.
By:\s\ Xxxxxx X. Xxxxxx
Title: Vice President and Treasurer
TROPICAL PARK, INC.
By:\s\ Xxxxxx X. Xxxxxx
Title: Vice President and Treasurer
PNC BANK, NATIONAL ASSOCIATION,
individually and as Agent
By: \s\ Xxxxx X. Xxxxxx
Title: Vice President
BANK ONE, KENTUCKY, NA
By: \s\ H. Xxxxxx Xxxxxxx
Title: Senior Vice President
CIBC INC.
By:
Title:
COMERICA BANK
By: Xxxxxxxx Xxxxxxxx
Title: Account Officer
159
[SIGNATURE PAGE 3 OF 3 TO FIRST AMENDMENT]
FIFTH THIRD BANK
By: \s\ Xxxxxx X. Xxxxxx, Xx.
Title: Assistant Vice President
NATIONAL CITY BANK OF KENTUCKY
By: \s\ Xxxxx X. Xxxxxx
Title: Vice President
FIRSTAR BANK, N.A.
By: \s\ Xxxx X. Xxx
Title: Assistant Vice President
BANK OF LOUISVILLE
By: \s\Xxxxxxx X XxXxxx
Title: Senior Vice President
CIVITAS BANK
By: \s\ Xxxxxx Xxxxxxxx
Title:Vice President
XXXXX FARGO BANK
By: \s\ Xxxxxxxx Xxxxxxxxxxx
Title: Relationship Manager
160
