THIRD AMENDMENT
This Third Amendment dated as of September 25, 1998 to Credit
Agreement dated as of March 28, 1997 (as amended, supplemented or modified
from time to time, the "Credit Agreement") between Meridian Sports
Incorporated (the "Borrower") and RGI Group Incorporated (fka Revlon Group
Incorporated) (the "Lender").
R E C I T A L S:
WHEREAS, the Borrower and the Lender desire to amend the Credit
Agreement as herein set forth.
NOW THEREFORE, the parties hereto hereby agree as follows:
1. DEFINED TERMS. All terms defined in the Credit Agreement
shall have such defined meanings when used herein unless otherwise defined
herein.
2. WORKING CAPITAL COMMITMENT. Section 2.1(b) of the Credit
Agreement is hereby amended to provide that the Working Capital Commitment
shall be $9,000,000.
3. EFFECTIVENESS; EFFECT. This Third Amendment shall become
effective as of the date first above written. Except as expressly modified
herein, all of the provisions of the Credit Agreement and the other Loan
Documents are and shall continue to remain in full force and effect in
accordance with the terms thereof.
IN WITNESS WHEREOF, the parties hereto have caused this Third
Amendment to be executed by their respective officers thereunto duly
authorized, as of the date first above written.
MERIDIAN SPORTS INCORPORATED,
a Delaware Corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Assistant Secretary
RGI Group Incorporated
a Delaware corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Senior Vice President
and Secretary
