0000950142-06-000807 Sample Contracts

JOINT FILING AGREEMENT
Joint Filing Agreement • April 20th, 2006 • Pardus Capital Management L.P. • Services-membership sports & recreation clubs

Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13D to which this Agreement is attached as an Exhibit, and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of the undersigned. This Agreement may be executed in one or more counterparts.

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ARTICLE I AGREEMENT TO GIVE CONSENT TO WAIVERS AND RELATED MATTERS
Consent Agreement • April 20th, 2006 • Pardus Capital Management L.P. • Services-membership sports & recreation clubs • New York
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