FOURTH LOAN MODIFICATION
AND REAFFIRMATION AGREEMENT
THIS FOURTH LOAN MODIFICATION AND REAFFIRMATION AGREEMENT (this Agreement) is dated as of the 24th day of September, 2019, by and among DOVER MOTORSPORTS, INC., a Delaware corporation (DMI), DOVER INTERNATIONAL SPEEDWAY, INC., a Delaware corporation (DISI), and NASHVILLE SPEEDWAY, USA, INC., a Tennessee corporation (NSUSA and jointly and severally with DMI and DISI, the Borrowers), and CITIZENS BANK, NATIONAL ASSOCIATION (formerly known as RBS Citizens, National Association), as agent (Agent), and as lender (Citizens), and PNC BANK, NATIONAL ASSOCIATION (PNC) and collectively with Citizens, the Lenders).
WHEREAS, Borrowers, Agent and Lenders are parties to a Credit Agreement dated as of April 12, 2011 (the Credit Agreement), which provides for a revolving line of credit to the Borrowers in the principal amount of Sixty Five Million Dollars ($65,000,000) for the Borrowers working capital needs;
WHEREAS, the parties hereto have agreed, subject to the terms and conditions set forth herein, to amend various provisions in the Credit Agreement.
NOW, THEREFORE, in consideration for the foregoing, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound and under seal, agree as follows:
Section 1. Definitions. Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement.
Section 2. Amendment to Credit Agreement. Upon execution of this Agreement, the Credit Agreement shall be amended as follows:
A. The following defined terms are hereby added to Section 1.1 in their appropriate alphabetic order:
Anti-Corruption Laws means all laws, rules, and regulations of any jurisdiction applicable to the Borrowers or their respective Subsidiaries from time to time concerning or relating to bribery or corruption.
Anti-Terrorism Laws has the meaning specified in Section 4.20 (Anti-Corruption Laws; Sanctions; Anti-Terrorism Laws).
Beneficial Ownership Certification means, with respect to the Borrower, a certification regarding beneficial ownership as required by the Beneficial Ownership Regulation, which certification shall be substantially similar in form and substance to the form of Certification Regarding Beneficial Owners of Legal Entity Customers published jointly, in May 2018, by the Loan Syndications and