0001047469-05-008328 Sample Contracts

ADDENDUM NO. 2
Penn National Gaming Inc • March 30th, 2005 • Services-miscellaneous amusement & recreation

This ADDENDUM NO. 2 to the Agreement dated January 1, 2001, as amended by Addendum No. 1, by and between PNGI CHARLES TOWN GAMING LIMITED LIABILITY COMPANY (“Employer”) and the West Virginia Union of Mutual Clerks, Local 553, Service Employees International Union, AFL-CIO (“Union”) (the “Agreement”) is entered into as of February 18, 2005.

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COMMENCEMENT AGREEMENT
Commencement Agreement • March 30th, 2005 • Penn National Gaming Inc • Services-miscellaneous amusement & recreation

THIS COMMENCEMENT AGREEMENT (the “Agreement”) made this day 21st of May 2002, between Penn National Gamming, Inc., hereinafter, called “Tenant”, having its principal place of business at 825 Berkshire Boulevard, Suite 200, Wyomissing, PA 19610 and Wyomissing Professional Center, II, LIMITED PARTNERSHIP hereinafter called “Landlord”, having its principal place of business at 825 Berkshire Blvd, Suite 203 Wyomissing, Pennsylvania 19610.

MEMORANDUM OF AGREEMENT
Memorandum of Agreement • March 30th, 2005 • Penn National Gaming Inc • Services-miscellaneous amusement & recreation

PENNSYLVANIA NATIONAL TURF CLUB, INC. / MOUNTAINVIEW RACING ASSOCIATION (collectively, the “Employer”), wholly owned subsidiaries of Penn National Gaming Inc. and SPORTS ARENA EMPLOYEES’ UNION, LOCAL NO. 137 (the “Union”) have engaged in negotiations for a successor collective bargaining agreement (“Successor Agreement”) to the one which expired on September 30, 2002 (“Previous Agreement”) and by mutual agreement the Previous Agreement has been extended by the parties. Pending ratification as set forth below, the parties hereby agree as follows:

ADDENDUM NO. 1
Penn National Gaming Inc • March 30th, 2005 • Services-miscellaneous amusement & recreation

This ADDENDUM to the Agreement, dated January 1, 2001, by and between PNGI CHARLES TOWN GAMING LIMITED LIABILITY COMPANY (“Employer”) and the West Virginia Union of Mutual Clerks, Local 553, Service Employees International Union, AFL-CIO (“Union”) (the “Agreement”) is entered into as of December 27, 2004.

WAIVER TO CREDIT AGREEMENT
Credit Agreement • March 30th, 2005 • Penn National Gaming Inc • Services-miscellaneous amusement & recreation

This WAIVER TO CREDIT AGREEMENT (this “Waiver”), dated as of February 18, 2005, is made by and among PENN NATIONAL GAMING, INC. (“Borrower”); the Subsidiary Guarantors party hereto; and BEAR STEARNS CORPORATE LENDING INC., as administrative agent (in such capacity, “Administrative Agent”).

FIRST LEASE AMENDMENT
Lease Amendment • March 30th, 2005 • Penn National Gaming Inc • Services-miscellaneous amusement & recreation

THIS LEASE AMENDMENT (the “Amendment”) made this 4th day of December, 2002, between Penn National Gaming, hereinafter, called “Tenant”, having its principal place of business at 825 Berkshire Boulevard, Suite 200, Wyomissing, Pennsylvania 19610 and Wyomissing Professional Center II, Limited Partnership hereinafter called “Landlord”, having its principal place of business at 825 Berkshire Boulevard., Suite 203, Wyomissing, Pennsylvania 19610.

ADDENDUM NO. 3
Penn National Gaming Inc • March 30th, 2005 • Services-miscellaneous amusement & recreation

This ADDENDUM NO. 3 to the Agreement dated January 1, 2001, as amended by Addenda Nos. 1 and 2, by and between PNGI CHARLES TOWN GAMING LIMITED LIABILITY COMPANY (“Employer”) and the West Virginia Union of Mutual Clerks, Local 553, Service Employees International Union, AFL-CIO (“Union”) (the “Agreement”) is entered into as of March 21, 2005.

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