0000912057-02-041019 Sample Contracts

FIRST SUPPLEMENTAL TRUST INDENTURE TWG INTERNATIONAL U.S. CORPORATION, ISSUER
Trans World Corp • November 5th, 2002 • Retail-auto dealers & gasoline stations • New York

This First Supplemental Trust Indenture, dated as of October 29, 1998 (this "Supplemental Indenture"), is made by and between the TWG International U.S. Corporation(together with any successor to its rights, duties and obligations hereunder, the "Issuer"), and U.S. Trust Company of Texas, N.A. (together with any successor trustee hereunder, the "Trustee"), a national banking association having corporate trust offices located in Dallas, Texas.

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FIRST SUPPLEMENTAL TRUST INDENTURE TRANS WORLD GAMING CORP., TWG INTERNATIONAL U.S. CORPORATION, TWG FINANCE CORP., ISSUER
Trans World Corp • November 5th, 2002 • Retail-auto dealers & gasoline stations • New York

This First Supplemental Trust Indenture, dated as of October 29, 1998 (this "Supplemental Indenture"), is made by and between the TWG International U.S. Corporation ("TWG International"), Trans World Gaming Corp. ("TWG") and TWG Finance Corp. (together with any successors to their rights, duties and obligations hereunder, the "Issuers"), and U.S. Trust Company of Texas, N.A. (together with any successor trustee hereunder, the "Trustee"), a national banking association having corporate trust offices located in Dallas, Texas.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • November 5th, 2002 • Trans World Corp • Retail-auto dealers & gasoline stations

Pursuant to Section 15 of the Employment Agreement by and between Trans World Corporation (formerly known as "Trans World Gaming Corp.") ("TWC") and Rami S. Ramadan (the "Executive") dated July 12, 1999 (the "Agreement"), TWC and the Executive hereby agree to amend the Agreement (the "Amendment") as follows:

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