0001104659-16-150131 Sample Contracts

SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • October 14th, 2016 • Affinity Gaming • Hotels & motels

This SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Second Amendment”) is entered into by and between Affinity Gaming (“Affinity”) and Michael Silberling (“Mr. Silberling”).

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SECOND AMENDMENT TO CONFIDENTIAL EMPLOYMENT AGREEMENT
Confidential Employment Agreement • October 14th, 2016 • Affinity Gaming • Hotels & motels

This SECOND AMENDMENT TO CONFIDENTIAL EMPLOYMENT AGREEMENT (this “Second Amendment”) is entered into by and between Affinity Gaming (“Affinity”) and Walter Bogumil (“Mr. Bogumil”).

CONFIDENTIALITY AGREEMENT
Confidentiality Agreement • October 14th, 2016 • Affinity Gaming • Hotels & motels • Nevada

This Confidentiality Agreement (this “Agreement”) is dated and effective as of November 28, 2015, between Affinity Gaming, a Nevada corporation (the “Company”), and Z Capital Partners L.L.C., a Delaware limited liability company (“Receiving Party”).

Z CAPITAL AFFINITY HOLDINGS, LLC MANAGEMENT EQUITY TERM SHEET(1)
Management Equity Term Sheet • October 14th, 2016 • Affinity Gaming • Hotels & motels

Set forth below are the key terms by which the undersigned parties agree to abide by upon the consummation of the closing (the “Closing”) of the merger and related transactions (the “Merger”) contemplated by that certain Agreement and Plan of Merger, dated as of August 22, 2016 (as amended from time to time, the “Merger Agreement”), by and among Z Capital Affinity Owner, LLC, a Delaware limited liability company and a wholly owned subsidiary of Holdings (as defined below) (“Parent”), Affinity Merger Sub, Inc., a Nevada corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Affinity Gaming, a Nevada corporation (the “Company”).

FIRST AMENDMENT TO CONFIDENTIAL EMPLOYMENT AGREEMENT
Confidential Employment Agreement • October 14th, 2016 • Affinity Gaming • Hotels & motels

This FIRST AMENDMENT TO CONFIDENTIAL EMPLOYMENT AGREEMENT (this “First Amendment”) is entered into by and between Affinity Gaming (“Affinity”) and Jeffrey Solomon (“Mr. Solomon”).

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