0001047469-10-002312 Sample Contracts

RESTRICTED STOCK UNIT AND CASH AWARD AGREEMENT
Restricted Stock Unit and Cash Award Agreement • March 16th, 2010 • MTR Gaming Group Inc • Services-miscellaneous amusement & recreation • Delaware

THIS RESTRICTED STOCK UNIT AND CASH AWARD AGREEMENT (the “Agreement”), dated as of , (the “Date of Grant”), is made by and between MTR Gaming Group, Inc., a Delaware corporation (the “Company”), and (the “Grantee”).

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SIXTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 16th, 2010 • MTR Gaming Group Inc • Services-miscellaneous amusement & recreation • Nevada

This SIXTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Sixth Amendment”), dated as of August 12, 2009, is entered into by and among: (A) MTR GAMING GROUP, INC., a Delaware corporation (“MTRI”), MOUNTAINEER PARK, INC., a West Virginia corporation (“MPI”), PRESQUE ISLE DOWNS, INC., a Pennsylvania corporation (“PIDI”), and SCIOTO DOWNS, INC., an Ohio corporation (“SDI” and together with MTRI, MPI, and PIDI, each, a “Borrower” and collectively, the “Borrowers”); (B) Lenders constituting the Requisite Lenders; and (C) WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent and collateral agent for the Lenders under the Credit Agreement, the Swingline Lender and the L/C Issuer (in such capacity, the “Agent Bank”). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the Credit Agreement defined below.

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2010 • MTR Gaming Group Inc • Services-miscellaneous amusement & recreation
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