0001193125-04-079421 Sample Contracts

REVOLVING LOAN AGREEMENT
Revolving Loan Agreement • May 5th, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Nebraska

THIS LOAN AGREEMENT (this “Agreement”), dated as of October 9, 2001, is entered into between World’s Foremost Bank, National Association, a national banking association with its main office located in Sidney, Nebraska (“Borrower”), and Wells Fargo Bank Nebraska, National Association, a national banking association with its main office located in Omaha, Nebraska and its principal lending office under this Agreement in Lincoln, Nebraska (“Bank”).

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CABELA’S INCORPORATED AMENDMENT NO. 3 TO NOTE AGREEMENTS
Cabelas Inc • May 5th, 2004 • Retail-miscellaneous shopping goods stores

Reference is hereby made to the separate Note Agreements dated as of January 1, 1995 by and among Cabela’s Incorporated, a Nebraska corporation (the “Company”), and each of you (as heretofore amended by Amendment No. 1 dated as of June 30, 1997, Amendment No. 2 dated as of September 1, 2000 and as further amended by this Amendment No. 3, the “Note Agreements”) under and pursuant to which $10,000,000 aggregate principal amount of 8.79% Senior Notes, Series A due January 1, 2007 (the “Series A Notes”), $5,000,000 aggregate principal amount of 9.01 % Senior Notes, Series B due January 1, 2007 (the “Series B Notes”) and $5,000,000 aggregate principal amount of 9.19% Senior Notes, Series C due January 1, 2010 (the “Series C Notes” and, collectively with the Series A Notes and the Series B Notes, the “Notes”) of the Company were issued. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed thereto in the Note Agreements.

CABELA’S INCORPORATED AMENDMENT NO. 4 TO NOTE AGREEMENTS AND EXISTING NOTES
Cabelas Inc • May 5th, 2004 • Retail-miscellaneous shopping goods stores

Reference is hereby made to the separate Note Agreements dated as of January 1, 1995 by and among Cabela’s Incorporated, a Nebraska corporation (the “Company”); and each of you (as heretofore amended by Amendment No. 1 dated as of June 30, 1997, Amendment No. 2 dated as of September 1, 2000, Amendment No. 3 dated as of October 9, 2001 (as so amended, the “Existing Note Agreements”) and as further amended by this Amendment No. 4, the “Note Agreements”) under and pursuant to which $10,000,000 aggregate principal amount of 8.79% Senior Notes, Series A due January 1, 2007 (the “Series A Notes”), $5,000,000 aggregate principal amount of 9.01% Senior Notes, Series B due January 1, 2007 (the “Series B Notes”) and $5,000,000 aggregate principal amount of 9.19% Senior Notes, Series C due January 1, 2010 (the “Series C Notes” and, collectively with the Series A Notes and the Series B Notes, the “Existing Notes”) of the Company were issued. Capitalized terms not otherwise defined herein shall hav

CABELA’S INCORPORATED AMENDMENT NO. 1 TO NOTE AGREEMENTS
Note Agreements • May 5th, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores

Reference is hereby made to the separate Note Agreements dated as of January 1, 1995 by and among Cabela’s Incorporated, a Nebraska corporation (the “Company”), and each of you (the “Note Agreements”) under and pursuant to which $10,000,000 aggregate principal amount of 8.79% Senior Notes, Series A due January 1, 2007 (the “Series A Notes”), $5,000,000 aggregate principal amount of 9.01 % Senior Notes, Series B due January 1, 2007 (the “Series B Notes”) and $5,000,000 aggregate principal amount of 9.19% Senior Notes; Series C due January 1, 2010 (the “Series C Notes” and, collectively with the Series A Notes and the Series B Notes, the “Notes”) of the Company were issued. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed thereto in the Note Agreements.

AMENDED AND RESTATED INTERCREDITOR AGREEMENT Dated as of September 5, 2002 Among United of Omaha Life Insurance Company, Companion Life Insurance Company and Mutual of Omaha Insurance Company (THE “1995 NOTEHOLDERS”) AND Jackson National Life...
Intercreditor Agreement • May 5th, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Nebraska

AMENDED AND RESTATED INTERCREDITOR AGREEMENT dated for convenience as of September 5, 2002 between (i) United of Omaha Life Insurance Company, Companion Life Insurance Company and Mutual of Omaha Insurance Company (collectively, the “1995 Noteholders”) as parties to the 1995 Note Agreements (as hereinafter defined), (ii) Jackson National Life Insurance Company, Jackson National Life Insurance Company of New York, The Prudential Assurance Company Limited, AIG SunAmerica Life Assurance Company, First SunAmerica Life Insurance Company, General Electric Capital Assurance Company, GE Life and Annuity Assurance Company, Teachers Insurance and Annuity Association of America, TIAA CREF Life Insurance Company, Nationwide Life Insurance Company, Nationwide Life and Annuity Insurance Company, Provident Mutual Life Insurance Company, Pacific Life Insurance Company, Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company, MassMutual Asia Limited and Principal Life Insurance Company

CABELA’S INCORPORATED AMENDMENT NO. 2 TO NOTE AGREEMENTS Re: Note Agreement dated as of January 1, 1995 and $10,000,000 8.79% Senior Notes, Series A Due January 1, 2007 and $5,000,000 9.01 % Senior Notes, Series B Due January 1, 2007 and $5,000,000...
Note Agreements • May 5th, 2004 • Cabelas Inc • Retail-miscellaneous shopping goods stores

Reference is hereby made to the separate Note Agreements dated as of January 1, 1995 by and among Cabela’s Incorporated, a Nebraska corporation (the “Company”), and each of you (as heretofore amended by Amendment No. 1 dated as of June 30, 1997 and as further amended by this Amendment No. 2, the “Note Agreements”) under and pursuant to which $10,000,000 aggregate principal amount of 8.79% Senior Notes, Series A due January 1, 2007 (the “Series A Notes”), $5,000,000 aggregate principal amount of 9.01% Senior Notes, Series B due January 1, 2007 (the “Series B Notes”) and $5,000,000 aggregate principal amount of 9.19% Senior Notes, Series C due January 1, 2010 (the “Series C Notes” and, collectively with the Series A Notes and the Series B Notes, the “Notes”) of the Company were issued. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed thereto in the Note Agreements.

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