0000848296-96-000017 Sample Contracts

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PURCHASE AGREEMENT
Purchase Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation • Hong Kong
AGREEMENT
Morellis Nona Ii Inc • December 12th, 1996 • Services-miscellaneous amusement & recreation
AGREEMENT
Morellis Nona Ii Inc • December 12th, 1996 • Services-miscellaneous amusement & recreation • Hong Kong
RECITALS:
Merger Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.121 PROMISSORY NOTE AND SECURITY AGREEMENT WITH FOOTHILL CAPITAL CORPORATION SECURED PROMISSORY NOTE
Security Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation • California
SECOND ADDENDUM TO CONSULTING AGREEMENT WITH STEVEN H. DONG
Consulting Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation

This letter will serve as a Second Addendum to the undersigned's Consulting Agreement dated July 1, 1995 (the "Consulting Agreement") with Nona Morelli's II, Inc., (the "Company"). Pursuant to the Consulting Agreement, this Addendum confirms the renewal of the Consulting Agreement and related Addendum, dated October 4, 1995, for the fiscal year ended June 30, 1997.

RECITALS:
Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.151
Assumption Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation

The undersigned corporation, NuOasis International, Inc., a California corporation, hereby assumes all obligations on the part of Nona Morelli's II, Inc. as Maker of that certain Secured Contingent Promissory Note in the principal amount of $3,000,000 executed in favor of Ng Man Sun, doing business as Dragon Sight International Amusement (Macau) Co. (the "Note"). The undersigned agrees to be bound by all the terms, provisions, covenants and conditions of the Note.

ASSIGNMENT AND BILL OF SALE
Morellis Nona Ii Inc • December 12th, 1996 • Services-miscellaneous amusement & recreation
to the Assignment dated December 29, 1995 ASSET PURCHASE AGREEMENT
Morellis Nona Ii Inc • December 12th, 1996 • Services-miscellaneous amusement & recreation
EXHIBIT 10.132
Assignment and Indemnification Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.27 ASSUMPTION AGREEMENT AND RELEASE OF LIABILITY WITH SILVER FAITH DEVELOPMENT LIMITED DATED MAY 16, 1996 [SILVER FAITH DEVELOPMENT LETTERHEAD]
Assumption Agreement And • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation

Silver Faith Development Limited ("SFD") wishes to confirm its agreement with and acknowledgment of the transfer of that certain Convertible Security Promissory Note in the principal amount of US$21,000,000 executed in favor of SFD (the "Note") pursuant to the Purchase Agreement between Nona and SFD dated September 28, 1995 (the "Purchase Agreement") from Nona Morelli's II Inc. ("Nona"), as "Maker", to NuOasis International Ltd., a corporation organized under the laws of the Bahamas ("NuOasis").

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to the Assignment and Bill of Sale dated December 29, 1995
Morellis Nona Ii Inc • December 12th, 1996 • Services-miscellaneous amusement & recreation
OWNER"
Casino Lease and Operating • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.147
Termination of Operation Agreement • December 12th, 1996 • Morellis Nona Ii Inc • Services-miscellaneous amusement & recreation
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