0001499268-14-000039 Sample Contracts

AMENDMENT NO. 1 TO
Rights Agreement • August 15th, 2014 • Affinity Gaming • Hotels & motels • Nevada

This AMENDMENT NO. 1 TO THE RIGHTS AGREEMENT (this “Amendment”) is dated as of August 13, 2014 (the “Effective Date”) and amends the Preferred Shares Rights Agreement, dated as of December 21, 2012 (the “Rights Agreement”), by and between Affinity Gaming, a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined have the meaning given to them in the Rights Agreement.

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