0000770944-03-000004 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 28th, 2003 • Bally Total Fitness Holding Corp • Services-membership sports & recreation clubs • Illinois

THIS EMPLOYMENT AGREEMENT is entered into between Bally Total Fitness Holding Corporation, a Delaware corporation (the “Company”), and John W. Dwyer (the “Executive”) dated as of January 1, 2003 (“Effective Date”).

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FIRST AMENDMENT
First Amendment • March 28th, 2003 • Bally Total Fitness Holding Corp • Services-membership sports & recreation clubs • New York

FIRST AMENDMENT, dated as of December 23, 2002 (this “Amendment”), under the CREDIT AGREEMENT, dated as of November 18, 1997, as amended and restated as of December 21, 2001 (the “Credit Agreement”), among BALLY TOTAL FITNESS HOLDING CORPORATION, a Delaware corporation (the “Borrower”), the lenders parties thereto (the “Lenders”), JPMORGAN CHASE BANK, as agent for the Lenders (the “Agent”), DEUTSCHE BANK, as Documentation Agent, and LASALLE BANK NATIONAL ASSOCIATION, as Syndication Agent. Terms used herein, but not defined, shall have the respective meanings set forth in the Credit Agreement.

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