0001011034-03-000016 Sample Contracts

AGREEMENT
Restructuring Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation • Colorado

This Agreement is effective the 17th day of September, 2002 (the "Effective Date"), among GLOBAL CASINOS, INC., a Utah corporation ("Global"), CASINOS U.S.A., INC., a Colorado corporation ("Casinos") and ASTRAEA INVESTMENT MANAGEMENT L.P., as Trustee ("Note Holder"). Each of Global, Casinos and Note Holder is sometimes referred to as a "Party" and may be collectively referred to as the "Parties."

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OPTION AGREEMENT
Option Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This OPTION AGREEMENT is effective as of the 17th day of September, 2002 (the "Effective Date"), by and between ASTRAEA INVESTMENT MANAGEMENT L.P., a Delaware limited partnership, as Trustee ("Note Holder"), and GLOBAL CASINOS, INC., a Utah corporation ("Global" or "Shareholder").

STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This STOCK PLEDGE AGREEMENT (this "Agreement") is made effective this 17th day of September, 2002 (the "Effective Date," between GLOBAL CASINOS, INC., a Utah corporation ("Pledgor") and ASTRAEA INVESTMENT MANAGEMENT L.P., a Texas limited partnership, as Trustee ("Secured Party").

SERVICE AGREEMENT
Service Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

THIS SERVICE AGREEMENT (the "Service Agreement") is effective the 17th day of September, 2002 (the "Effective Date"), by and between CASINOS U.S.A., INC., a Colorado corporation ("Casinos") and GLOBAL CASINOS, INC., a Utah corporation ("Global").

AGREEMENT AND AMENDMENT TO PROMISSORY NOTE
Promissory Note • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This AGREEMENT AND AMENDMENT TO PROMISSORY NOTE (the "Agreement") is effective the 17th day of September, 2002 (the "Effective Date"), between CASINOS U.S.A., INC., a Colorado corporation (hereinafter, "Borrower"), and ASTRAEA INVESTMENT MANAGEMENT L.P., as trustee (hereinafter, "Note Holder").

AGREEMENT AND AMENDMENT TO PROMISSORY NOTE
Promissory Note • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This AGREEMENT AND AMENDMENT TO PROMISSORY NOTE (the "Agreement") is effective the 17th day of September, 2002 (the "Effective Date") between GLOBAL CASINOS, INC., a Utah corporation (hereinafter, "Borrower" or "Maker"), and ASTRAEA INVESTMENT MANAGEMENT L.P., as trustee (hereinafter, "Note Holder" or "Payee").

ASSUMPTION AGREEMENT
Assumption Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This ASSUMPTION AGREEMENT is effective the 17th day of September, 2002 (the "Effective Date"), among GLOBAL CASINOS, INC., a Utah corporation (hereinafter, "Borrower"), CASINOS U.S.A., INC., a Colorado corporation (hereinafter, "Casinos"), and ASTRAEA INVESTMENT MANAGEMENT L.P., as Trustee (hereinafter, "Note Holder").

VOTING AGREEMENT
Voting Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This VOTING AGREEMENT is effective as of the 17th day of September, 2002 (the "Effective Date"), by and between CASINOS U.S.A., INC., a Colorado corporation ("Casinos") and GLOBAL CASINOS, INC., a Utah corporation ("Global" or "Shareholder").

AGREEMENT AND AMENDMENT TO PROMISSORY NOTE
Promissory Note • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

This AGREEMENT AND AMENDMENT TO PROMISSORY NOTE (the "Agreement") is effective the 17th day of September, 2002 (the "Effective Date"), between CASINOS U.S.A., INC., a Colorado corporation (hereinafter, "Borrower"), and ASTRAEA INVESTMENT MANAGEMENT L.P., as trustee (hereinafter, "Note Holder").

SECURITY AGREEMENT
Security Agreement • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation • Colorado

THIS SECURITY AGREEMENT (the "Agreement") is made as of the 17th day of September, 2002 (the "Effective Date") by CASINOS U.S.A. INC., a Colorado corporation (hereinafter called "Debtor", whether one or more), whose place of business and chief executive office, as applicable (as those terms are used in the Code) is located at 110 Main Street, Black Hawk, Colorado 80422 and 5455 Spine Road, Mezz. East, Boulder, CO 80301, respectively, and whose tax identification number is 75-2429383, in favor of ASTRAEA INVESTMENT MANAGEMENT, L.P., as Trustee ("Secured Party"), whose address is Two Lincoln Centre, Suite 1450, 5420 LBJ Freeway, Dallas, TX 75240. Debtor hereby agrees with Secured Party as follows:

BILL OF SALE, ASSIGNMENT AND ASSUMPTION
Bill of Sale, Assignment and Assumption • February 24th, 2003 • Global Casinos Inc • Services-miscellaneous amusement & recreation

THIS BILL OF SALE, ASSIGNMENT AND ASSUMPTION (the "Agreement") is executed this ____ day of October, 2002, by and between GLOBAL CASINOS, INC., a Utah corporation ("Assignor"), and CASINOS, U.S.A., INC., a Colorado corporation ("Assignee").

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