EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2002 • PDS Gaming Corp • Finance lessors • Nevada
THIS EMPLOYMENT AGREEMENT ("Agreement") is made on February 28, 2002, with an effective date of January 1, 2002 ("Effective Date"), by and between PDS GAMING CORPORATION, a Minnesota corporation, its successors and assigns ("Employer") and JOE S. ROLSTON IV, an individual ("Employee").
REMARKETING AND REPURCHASE AGREEMENTRemarketing and Repurchase Agreement • March 29th, 2002 • PDS Gaming Corp • Finance lessors
This Remarketing and Repurchase Agreement ("Agreement") made on by and between TEKBILT, INC., a Pennsylvania corporation ("TEKBILT") with its principal office at 3983 Mann Road, Huntingdon Valley, PA 19006-1805 and PDS GAMING CORPORATION, a Minnesota corporation and its affiliates and subsidiaries, with its principal office at 6171 McLeod Drive, Las Vegas, Nevada 89120-4048 (collectively "PDS").
NONRECOURSE PROCEEDS SHARING AGREEMENTSharing Agreement • March 29th, 2002 • PDS Gaming Corp • Finance lessors • New York
THIS NONRECOURSE PROCEEDS SHARING AGREEMENT (the "Agreement") is made on December 31, 2001 by and between HELLER EMX, INC., a Delaware corporation, having an office and place of business at 622 Third Avenue, New York, New York 10017 ("Heller") and PDS GAMING CORPORATION-NEVADA, a Nevada corporation, and PDS GAMING CORPORATION, a Minnesota corporation, having an office and place of business at 6171 McLeod Drive, Las Vegas, Nevada 89120-4040 (collectively "PDS").
LICENSE AGREEMENTLicense Agreement • March 29th, 2002 • PDS Gaming Corp • Finance lessors • Nevada
THIS LICENSE AGREEMENT ("Agreement") is made on March 20, 2001 ("Effective Date"), by and between PDS FINANCIAL CORPORATION, a Minnesota corporation and its affiliates and subsidiaries dba PDS GAMING, and their successors and assigns ("PDS") whose address is 6171 McLeod Drive, Las Vegas, NV 89120-4048, and ACTION GAMING, INC., a Nevada corporation ("Action Gaming"), whose address is 2116 Redbird Drive, Las Vegas, NV 89134.
QuickLinks -- Click here to rapidly navigate through this documentPDS Gaming Corp • March 29th, 2002 • Finance lessors • North Dakota
THIS NOTE HAS NOT AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT") OR ANY STATE SECURITIES OR BLUE SKY LAWS AND MAY BE OFFERED AND SOLD IN THE UNITED STATES ONLY TO PERSONS REASONABLY BELIEVED TO BE "ACCREDITED INVESTORS" AND CERTAIN INSTITUTIONAL "ACCREDITED INVESTORS" WITHIN THE MEANING OF RULE 501 (A)(1), (2), (3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT ("INSTITUTIONAL ACCREDITED INVESTORS"). THE NOTE MAY NOT BE OFFERED OR SOLD AND IS NOT TRANSFERABLE EXCEPT IN ACCORDANCE WITH THE RESTRICTIONS DESCRIBED HEREIN. PRIOR TO PURCHASING THE NOTE, PURCHASER SHOULD CONSULT COUNSEL WITH RESPECT TO THE RESTRICTIONS ON RESALE OR TRANSFER OF THE NOTE.
DISTRIBUTOR AGREEMENT BY AND BETWEEN TEKBILT, INC. AND PDS GAMING CORPORATIONDistributor Agreement • March 29th, 2002 • PDS Gaming Corp • Finance lessors • Pennsylvania
THIS AGREEMENT ("Agreement") is made as of the Effective Date set forth below between TEKBILT, INC., a Pennsylvania corporation and its affiliates, successors and assigns (collectively "TEKBILT"), and PDS Gaming Corporation, a Minnesota corporation and its affiliates, subsidiaries, successors and assigns (collectively "Distributor").
REVOLVING LINE OF CREDIT NOTEPDS Gaming Corp • March 29th, 2002 • Finance lessors • Nevada
FOR VALUE RECEIVED, the undersigned PDS GAMING CORPORATION, PDS GAMING CORPORATION—NEVADA, PDS GAMING CORPORATION—COLORADO, and PDS GAMING CORPORATION—MISSISSIPPI (severally and collectively "Borrower") promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank") at its office at Nevada Regional Commercial Banking Office, 3800 Howard Hughes Pkwy., 4th Floor, Las Vegas, Nevada, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Three Million Dollars ($3,000,000.00), or so much thereof as may be advanced and be outstanding, with interest thereon, to be computed on each advance from the date of its disbursement as set forth herein.
