0001104659-11-018006 Sample Contracts

DUTY OF LOYALTY AGREEMENT
Duty of Loyalty Agreement • March 31st, 2011 • Herbst Gaming, LLC • Hotels & motels • Nevada

THIS DUTY OF LOYALTY AGREEMENT (this “Agreement”) is entered into as of the Effective Date (as defined below), between Herbst Gaming, LLC, a Nevada limited liability company (the “Company”), and Marc Rubinstein, an individual (the “Executive”).

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SECURITY AGREEMENT
Security Agreement • March 31st, 2011 • Herbst Gaming, LLC • Hotels & motels • New York

SECURITY AGREEMENT dated as of December 31, 2010, between Herbst Gaming, LLC, a limited liability company duly organized and validly existing under the laws of Nevada (the “Borrower”), each of the Subsidiaries of the Borrower identified under the caption “SUBSIDIARY GUARANTORS” on the signature pages hereto and any other Subsidiary of the Borrower that becomes a party hereto from time to time after the date hereof (individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors” and, together with the Borrower, the “Obligors”), and Wilmington Trust Company, as administrative agent under the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

EXECUTIVE SEVERANCE AGREEMENT
Executive Severance Agreement • March 31st, 2011 • Herbst Gaming, LLC • Hotels & motels • Nevada

THIS EXECUTIVE SEVERANCE AGREEMENT (this “Agreement”) is entered into as of the Effective Date (as defined below), between Herbst Gaming, LLC, a Nevada limited liability company (the “Company”), and Marc H. Rubinstein, an individual (the “Executive”).

HERBST GAMING, LLC
Employment Agreement • March 31st, 2011 • Herbst Gaming, LLC • Hotels & motels • Nevada

This letter (the “Letter Agreement”) confirms our offer of employment with Herbst Gaming, LLC (the “Company”) under the following terms and conditions and replaces all previous agreements and understandings, whether written or oral.

FIRST AMENDMENT TO TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • March 31st, 2011 • Herbst Gaming, LLC • Hotels & motels

This FIRST AMENDMENT TO TRADEMARK LICENSE AGREEMENT (this “License”) is made as of the 4th day of November, 2004, by and between HERBST GAMING, INC., a Nevada corporation (“Licensee”), and TERRIBLE HERBST, INC., a Nevada corporation (“Licensor”).

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