Exhibit 10.3
Columbia Sussex Corporation
207 Grandview Drive
Ft. Mitchell, Kentucky 41017
October 3, 2005
Penn National Gaming, Inc.
825 Berkshire Blvd., Suite 200
Wyomissing, PA 19610
Re: Argosy Casino Baton Rouge:
Agreement to Execute Securities Purchase Agreement
Reference is made to the Agreement to Execute Securities Purchase Agreement, dated as of June 20, 2005 (the “Agreement to Execute”), by and among Penn National Gaming, Inc., a Pennsylvania corporation (“Penn”), CP Baton Rouge Casino, L.L.C., a Louisiana limited liability company (“Buyer”), and Columbia Sussex Corporation, a Kentucky corporation (“Columbia Sussex”).
To facilitate the approval of the transactions contemplated by the Securities Purchase Agreement (as defined below) by the Louisiana gaming authorities, the parties hereto agree that, effective as of the date hereof:
(i) Wimar Tahoe Corporation, a Nevada corporation (“Wimar Tahoe”), shall be substituted for, and shall replace, Columbia Sussex as a party to, and shall be the “Parent Guarantor” under, the Agreement to Execute;
(ii) the “Securities Purchase Agreement” referred to in clause (a) of Section 1(a) of the Agreement to Execute shall be the Securities Purchase Agreement substantially in the form attached hereto as Annex A (the “Securities Purchase Agreement”); and
(iii) the “Transition Services Agreement” referred to in clause (b) of Section 1(b) of the Agreement to Execute shall be the Transition Services Agreement substantially in the form attached as Exhibit D to the Securities Purchase Agreement (as defined above).
This letter agreement incorporates herein by reference the provisions of Paragraph 10 of the Agreement to Execute.
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