0001193125-06-042870 Sample Contracts

STOCK PURCHASE AGREEMENT DATED AS OF FEBRUARY 28, 2006 BY AND BETWEEN ARISTOCRAT INTERNATIONAL PTY. LIMITED AND ARTHUR LEE LOMAX 2005 GRANTOR RETAINED ANNUITY TRUST
Stock Purchase Agreement • March 1st, 2006 • White Gehrig H • Miscellaneous manufacturing industries • North Carolina

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of this 28th day of February, 2006, by ARISTOCRAT INTERNATIONAL PTY. LIMITED (ABN 46 000 148 158), a company organized under the laws of Australia (“Buyer”), and ARTHUR LEE LOMAX 2005 GRANTOR RETAINED ANNUITY TRUST a North Carolina trust (“Shareholder”). Capitalized terms not otherwise defined in the text of this Agreement shall have the meanings set forth in the Annexure concerning definitions.

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AMENDED AND RESTATED JOINT FILING AGREEMENT
Joint Filing Agreement • March 1st, 2006 • White Gehrig H • Miscellaneous manufacturing industries

This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.

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