0001047469-03-003149 Sample Contracts

REVOLVING CREDIT NOTE (First Restated)
Revolving Credit Note • January 29th, 2003 • Shuffle Master Inc • Miscellaneous manufacturing industries • Nevada

FOR VALUE RECEIVED, the undersigned, SHUFFLE MASTER, INC., a Minnesota corporation, SHUFFLE MASTER OF MISSISSIPPI, INC., a Mississippi Corporation and SHUFFLE MASTER INTERNATIONAL LIMITED, a corporation organized under the laws of the Country of Barbados (collectively the "Borrowers") jointly and severally promise to pay to the order of U.S. BANK NATIONAL ASSOCIATION (together with its successors and assigns, the "Lender") such sums as Lender may hereafter loan or advance or re-loan to the Borrowers from time to time pursuant to the Credit Facility as described in the Credit Agreement, hereinafter defined, the unpaid balance of which shall not exceed in the aggregate the Maximum Permitted Balance at any time, together with interest on the principal balance outstanding from time to time at the rate or rates set forth in the Credit Agreement.

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EMPLOYMENT AGREEMENT Gary W. Griffin
Employment Agreement • January 29th, 2003 • Shuffle Master Inc • Miscellaneous manufacturing industries • Minnesota

THIS AGREEMENT is made and entered into effective as of the 22nd day of May 2002, by and between Shuffle Master, Inc., a Minnesota corporation (the "Company"), and Gary W. Griffin (the "Employee").

FIRST AMENDMENT TO SECURITY AGREEMENT
Security Agreement • January 29th, 2003 • Shuffle Master Inc • Miscellaneous manufacturing industries

THIS FIRST AMENDMENT TO SECURITY AGREEMENT ("First Amendment to Agreement") is made and entered into as of October 31, 2001 by and among SHUFFLE MASTER, INC., a Minnesota corporation, SHUFFLE MASTER OF MISSISSIPPI, INC., a Mississippi corporation and SHUFFLE MASTER INTERNATIONAL LIMITED, a corporation organized under the laws of the country of Barbados (collectively referred to as "Debtors") and U.S. BANK NATIONAL ASSOCIATION (hereinafter referred to as "Secured Party").

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • January 29th, 2003 • Shuffle Master Inc • Miscellaneous manufacturing industries • Nevada

THIS FIRST AMENDMENT TO CREDIT AGREEMENT ("First Amendment") is made and entered into as of the 31st day of October, 2001, by and among SHUFFLE MASTER, INC., a Minnesota corporation ("SMI Minn"), SHUFFLE MASTER OF MISSISSIPPI, INC., a Mississippi corporation ("SMI Miss") and SHUFFLE MASTER INTERNATIONAL LIMITED, a corporation organized under the laws of the country of Barbados ("SMIL" and together with SMI Minn and SMI Miss, collectively the "Borrowers") and U.S. BANK NATIONAL ASSOCIATION (herein together with its successors and assigns the "Lender").

MATURITY EXTENSION AGREEMENT
Maturity Extension Agreement • January 29th, 2003 • Shuffle Master Inc • Miscellaneous manufacturing industries • Nevada

THIS MATURITY EXTENSION AGREEMENT ("Extension Agreement") is made and entered into as of the 31st day of October, 2002, by and among SHUFFLE MASTER, INC., a Minnesota corporation ("SMI Minn"), SHUFFLE MASTER OF MISSISSIPPI, INC., a Mississippi corporation ("SMI Miss") and SHUFFLE MASTER INTERNATIONAL LIMITED, a corporation organized under the laws of the country of Barbados ("SMIL" and together with SMI Minn and SMI Miss, collectively the "Borrowers") and U.S. BANK NATIONAL ASSOCIATION (herein together with its successors and assigns the "Lender").

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