0000020212-04-000021 Sample Contracts

2004A AMENDMENT TO LOAN DOCUMENTS
Loan Documents • August 6th, 2004 • Churchill Downs Inc • Services-racing, including track operation • Kentucky

This is a 2004A Amendment to Loan Documents dated as of June 1, 2004 (the “Amendment”), among CHURCHILL DOWNS INCORPORATED (the “Borrower”), the GUARANTORS (defined below), and BANK ONE, NA, headquartered in Chicago, Illinois (successor by merger to Bank One, Kentucky, NA) a national banking association with an office in Louisville, Kentucky, as contractual representative for the LENDERS (defined below) as provided in the Credit Agreement (defined below) (in such capacity, the “Agent”).

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First Amendment to the Partnership Interest Purchase Agreement Dated May 6, 2004
Partnership Interest Purchase Agreement • August 6th, 2004 • Churchill Downs Inc • Services-racing, including track operation

The Partnership Interest Purchase Agreement by and among Anderson Park, Inc., an Indiana corporation (“Seller”), Churchill Downs Management Company, a Kentucky corporation (“CDMC”), and Centaur Racing, LLC, an Indiana limited liability company (“Buyer”), dated as of the 16th day of October 2001 (the “Purchase Agreement”), is hereby amended by this First Amendment (“Amendment”) as follows:

AGREEMENT REGARDING PARTICIPATION AGREEMENT
Agreement Regarding Participation Agreement • August 6th, 2004 • Churchill Downs Inc • Services-racing, including track operation

THIS AGREEMENT REGARDING PARTICIPATION AGREEMENT (this “Agreement”) is made and entered into as of the 6th day of May, 2004, between CHURCHILL DOWNS MANAGEMENT COMPANY, a Kentucky corporation (“Lead”), and CENTAUR RACING, LLC, an Indiana limited liability company (“Participant”).

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