Amendment to Second Deed of Trust between Colonial Holdings, Inc. and CD Entertainment Ltd.

Summary

This agreement amends a previous Second Deed of Trust between Colonial Holdings, Inc. and CD Entertainment Ltd. to increase the secured loan amount from $5,500,000 to $9,700,000. The property in New Kent County, Virginia, remains as collateral, and the Deed of Trust now secures a consolidated note totaling $10,700,000. All other terms of the original Deed of Trust remain unchanged. The amendment is executed by the parties and a trustee, with notary acknowledgments for legal validity.

EX-10.52 6 0006.txt Prepared by Hirschler, Fleischer, Weinberg, Cox & Allen Post Office Box 500 Richmond, VA ###-###-#### NEW LOAN AMOUNT: $9,700,000.00 EXISTING LOAN AMOUNT: $5,500,000.00 PARTIALLY EXEMPT FROM RECORDATION TAX PER VIRGINIA CODE SECTION 58.1-803(D). AMENDMENT TO SECOND DEED OF TRUST --------------------------------- THIS AMENDMENT TO SECOND DEED OF TRUST ("Amendment") is made as of this 30th day of August, 2000, by COLONIAL HOLDINGS, INC., (formerly known of record as Colonial Downs Holdings, Inc.), a Virginia corporation ("Grantor"), to DAVID F. BELKOWITZ, a resident of the City of Richmond, Virginia and JAMES W. THEOBALD, a resident of the County of Henrico, Virginia, whose mailing address is c/o Hirschler, Fleischer, Weinberg, Cox & Allen, 701 E. Byrd Street, Richmond, Virginia 23219 (individually a "Trustee" and together the "Trustees") and Grantees for indexing purposes, for the benefit of CD ENTERTAINMENT LTD., an Ohio limited liability company doing business in Virginia as CD ENTERTAINMENT LTD., L.L.C., its successors and assigns (the "Noteholder"). RECITALS: -------- A. By that certain Second Deed of Trust dated March 21, 1997, and recorded in Deed Book 242, page 277 in the Clerk's Office of the Circuit Court of New Kent County, Virginia (the "Deed of Trust"), Grantor conveyed to the Trustees certain real property more particularly described therein and located in New Kent County, Virginia as collateral for a Convertible Subordinated Note in the original principal amount of $5,500,000 (the "Original Note"). B. The Original Note has been consolidated into a Credit Line Convertible Note, dated as of August 30, 2000, made and executed by the Grantor in favor of the Noteholder in the original principal amount of $10,700,000 (the "Consolidated Note"). C. The Deed of Trust is inferior in lien and in dignity to the lien of a certain First Deed of Trust (the "First Deed of Trust") entered into originally between the Grantor, Colonial Downs, L.P. and the Trustees for the benefit of PNC Bank, National Association, a national banking association, as recorded at Deed Book 247, page 25 in the Clerk's Office for the Circuit Court of New Kent County, Virginia. PNC Bank has assigned all of its rights, title and interest in the First Deed of Trust to the Noteholder by Certificate of Transfer dated September 1, 2000, and recorded in the Clerk's Office in Deed Book 301, page 436. D. The parties hereto desire to enter into this Amendment to increase the principal amount of the indebtedness secured by the Deed of Trust from $5,500,000 to $9,700,000 pursuant to 58.1-809(D) of the Code of Virginia. AGREEMENT: --------- NOW, THEREFORE, the Noteholder, Grantor and the Trustees hereby mutually covenant and agree that the Deed of Trust is hereby modified as follows: 1. The recitals set forth above are incorporated herein by this reference. 2. The parties certify that the principal amount of the original indebtedness secured by the Deed of Trust was $5,500,000. 3. The Deed of Trust is hereby modified by increasing the principal amount of the indebtedness secured thereby from $5,500,000 to $9,700,000. The Deed of Trust shall be collateral security for the Consolidated Note, in the original principal amount of $10,700,000. 4. Except as amended herein, the Deed of Trust shall remain unchanged and in full force and effect. 5. The Noteholder hereby directs that a Trustee execute this Amendment. James W. Theobald, as a Trustee, joins in the execution of this Amendment as directed by the Noteholder solely to evidence his consent to the provisions hereof. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] WITNESS the following signatures and seals: GRANTOR: COLONIAL HOLDINGS, INC., - ------- a Virginia corporation By: _________________________________________ Ian M. Stewart, President COMMONWEALTH OF VIRGINIA CITY/COUNTY OF __________________ I certify that the foregoing Amendment was executed and acknowledged before me this ____ day of September, 2000, by Ian M. Stewart, in his capacity as President of Colonial Holdings, Inc., a Virginia corporation, on behalf of the corporation. __________________________ Notary Public My commission expires: _______________________ - ------ NOTEHOLDER: CD ENTERTAINMENT LTD., an Ohio - ---------- limited liability company By: Jacobs Entertainment, Ltd. Managing Member By: __________________________ Jeffrey P. Jacobs, President COMMONWEALTH OF ______________ CITY/COUNTY OF __________________ I certify that the foregoing Amendment was executed and acknowledged before me this ____ day of September, 2000, by Jeffrey P. Jacobs, Managing Member of Jacobs Entertainment, Ltd., in its capacity as President of CD Entertainment Ltd. __________________________ Notary Public My commission expires: _______________________ - ------ TRUSTEE: By: ________________________________ - ------- David F. Belkowitz COMMONWEALTH OF VIRGINIA CITY/COUNTY OF __________________ I certify that the foregoing Amendment was executed and acknowledged before me this ____ day of September, 2000, by David F. Belkowitz. __________________________ Notary Public My commission expires: __________________________