Exhibit 10.2
AMENDMENT NO. 2
TO
STOCK PURCHASE
AGREEMENT
This Second Amendment dated this
24th day of April, 2009 amends that certain Stock Purchase
Agreement (as amended, the “Agreement”) dated the 28th
day of January, 2009 between Midwest Racing, Inc., a California
corporation (“Midwest”), Dover Motorsports, Inc.,
(“Dover”, and collectively with Midwest,
“Seller”) and Gulf Coast Entertainment, L.L.C., a
Delaware limited liability company
(“Buyer”).
WITNESSETH
WHEREAS, Buyer wishes to extend the
Closing Date; and
WHEREAS, Seller is agreeable to such
an extension provided that Buyer agrees to make certain additional
non-refundable deposits, as provided herein;
NOW, THEREFORE, in consideration of
the promises herein, the parties agree as follows:
Section 1.
Section 2.2 to the Agreement is
restated in its entirety to read as follows:
|
“2.2.
|
Cash
Purchase Price . The Cash
Purchase Price of $10,000,000 shall be paid to Seller by wire
transfer as follows:
|
On February 27, 2009, Buyer
paid to Seller a non-refundable deposit of $100,000.
If Closing shall not have occurred
by May 1, 2009, then Buyer shall pay to Seller an additional
non-refundable deposit of $100,000 that is due on May 1, 2009
and delinquent if not paid by 5 p.m. EDT on May 15,
2009.
If Closing shall not have occurred
by June 1, 2009, then Buyer shall pay to Seller an additional
non-refundable deposit of $100,000 that is due on June 1, 2009
and delinquent if not paid by 5 p.m. EDT on June 15,
2009.
All deposits shall be credited
against the Cash Purchase Price at Closing or retained by Seller if
Buyer fails to make the a
