The Management Company as soon as practicable (but in any event within six (6) months) after the end of each Service Charge Period shall submit to the Tenant the Management Company’s financial statements relevant to the Basement Service Charge duly audited and certified by the Accountant. Such financial statements shall be prepared on an accruals basis and shall inter alia disclose:-

Statement Regarding Adjustments. Whenever the Exercise Price or the Warrant Shares into which this Warrant is exercisable shall be adjusted as provided in Section 12, the Company shall promptly prepare a statement showing in reasonable detail the facts requiring such adjustment and the Exercise Price that shall be in effect and the Warrant Shares into which this Warrant shall be exercisable after such adjustment, and cause a copy of such statement to be delivered to the Warrantholder as promptly as practicable after the event giving rise to the adjustment.

Financial Statement Restatement. A restatement of any financial statements filed by the Borrower with the SEC for any date or period from two years prior to the Issue Date of this Note and until this Note is no longer outstanding, if the result of such restatement could reasonably be expected to have, by comparison to the unrestated financial statements, a material adverse effect on the Borrower’s business or operations.

Financial Covenant Adjustments. With respect to any fiscal quarter in which the race schedule mandated by NASCAR results in fewer scheduled races during such fiscal quarter than were held in the same fiscal quarter for the prior year (the “Prior Period”), the Borrowers will be permitted to include in the calculation of Consolidated EBITDA for such fiscal quarter the actual Consolidated EBITDA from the Prior Period attributable to any scheduled race not included in such fiscal quarter solely as a result of scheduling, provided the race will occur in a subsequent fiscal quarter. In the event of the foregoing, the Borrowers shall be required to provide to the Administrative Agent in writing not less than ten (10) days prior to the end of such fiscal quarter # information (including reasonable estimates) demonstrating that the Borrowers would reasonably be expected to be in compliance with all financial covenants set forth in this Section 7.11 as of the next fiscal quarter ended Date but for the NASCAR schedule and # information (including reasonable estimates) demonstrating that the Borrowers are expected to be in compliance will all financial covenants set forth in this Section 7.11 as of the next fiscal quarter not impacted by the NASCAR schedule. For purposes of clarity, to the extent that the financial results attributed to any race are included in Consolidated EBITDA for any fiscal quarter in accordance with this Section 7.11(c), such financial results shall not also be included in Consolidated EBITDA for the Fiscal Quarter in which such race actually occurred.

Borrower Annual Financial Statement. Borrower shall furnish Lender a copy of its audited financial statement which will include at a minimum, balance sheet, income statement and statement of cash flow, prepared in accordance with generally accepted accounting principles, setting forth in comparative form the figures from the previous fiscal year of Borrower, and accompanied by a management’s discussion and analysis of such results.

Prepare financial statements for the BFA Recipient;

No financial statement required to be delivered pursuant to [Section 5.01(a) or (b)])] shall be required to include acquisition accounting adjustments relating to the Transactions or any Permitted Acquisition or other Investment to the extent it is not practicable to include any such adjustments in such financial statement.

Adjustments. The Committee shall make or provide for such adjustments in the numbers of Common Shares covered by outstanding Option Rights, Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Shares and Performance Units granted hereunder and, if applicable, in the number of Common Shares covered by other awards granted pursuant to Section 9 hereof, in the Option Price and Base Price provided in outstanding Option Rights and Appreciation Rights, respectively, in the kind of shares covered thereby, in Cash Incentive Awards, and in other award terms, as the Committee, in its sole discretion, exercised in good faith, shall determine is equitably required to prevent dilution or enlargement of the rights of Participants or Optionees that otherwise would result from # any extraordinary cash dividend, stock dividend, stock split, combination of shares, recapitalization or other change in the capital structure of the Company, # any merger, consolidation, spin-off, split-off, spin-out, split-up, reorganization, partial or complete liquidation or other distribution of assets, issuance of rights or warrants to purchase securities, or # any other corporate transaction or event having an effect similar to any of the foregoing. Moreover, in the event of any such transaction or event or, subject to Section 12 of this Plan, in the event of a Change in Control, the Committee shall provide in substitution for any or all outstanding awards under this Plan such alternative consideration (including cash), if any, as it, in good faith, shall determine to be equitable in the circumstances and shall require in connection therewith the surrender of all awards so replaced in a manner that complies with Section 409A of the Code. In addition, for each Option Right or Appreciation Right with an Option Price or Base Price, respectively, greater than the consideration offered in connection with any such transaction or event or Change in Control, the Committee may in its discretion elect to cancel such Option Right or Appreciation Right without any payment to the person holding such Option Right or Appreciation Right. The Committee shall also make or provide for such adjustments in the numbers of shares specified in Section 3 of this Plan as the Committee in its sole discretion, exercised in good faith, shall determine is appropriate to reflect any transaction or event described in this Section 11; provided, however, that any such adjustment to the number specified in Section 3(c) will be made only if and to the extent that such adjustment would not cause any Option Right intended to qualify as an Incentive Stock Option to fail to so qualify.

Adjustments. Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as such Lender is no longer a Defaulting Lender, to the extent permitted by applicable law:

Adjustments. In the event that the Committee shall determine that any dividend or other distribution, recapitalization, reorganization, merger, consolidation, spin-off, combination, reclassification or other similar corporate transaction or event (any such event, a “Change in Capitalization”) affects the Plan or any Award granted thereunder such that an adjustment is appropriate in order to prevent dilution or enlargement of the rights of Grantees under the Plan, then the Committee shall make such equitable changes or adjustments as it deems necessary or appropriate in its sole discretion to the Plan or any Award granted thereunder. Any adjustment made pursuant to this Section is intended to be made in a manner that complies with Section 409A of the Code and all regulations and other guidance issued thereunder.