$250,000.00 New York, NY May 13, 1996
FOR VALUE RECEIVED, A. Lorne Weil (hereinafter "Weil"), having an address at 51 East 90th Street,
Penthouse B, New York, New York 10128, unconditionally promises to pay to the order of Autotote
Corporation (hereinafter "Autotote"), without set-off of any kind, the principal amount of Two Hundred and Fifty
Thousand Dollars ($250,000.00) together with interest thereon, at the rate of five and one-half percent (5.5%)
per annum on the unpaid balance of the principal amount from the date hereof until the same shall have been paid
Except for prepayments in accordance with the terms hereof, interest will be payable annually on the outstanding
principal balance hereof commencing on May 13, 1997, and principal will be payable in five (5) annual
installments, each in the amount of Fifty Thousand Dollars ($50,000.00), commencing on May 13, 2000 and on
May 13 each year thereafter through May 13, 2004.
The principal of this Note shall be required to be repaid on the earlier to happen of the following:
a) Termination of the employment of Weil by Autotote for any reason; and
a) All bonus monies otherwise payable by Autotote to Weil shall be applied to the outstanding principal and
interest due hereunder until payment of this Note in full.
All installments and principal and interest due hereunder shall be made in lawful money of the United States of
America to Autotote at 750 Lexington Avenue, New York, New York 10022 or 100 Bellevue Road, Newark,
Delaware 19714 or at such other place or to such other payee or any successor holder hereof as Autotote shall
have designated to Weil in writing.
This Note may be prepaid at any time and from time to time in whole or in part without penalty; provided,
however, that any prepayment of principal shall be accompanied by accrued interest thereon to the date of such
prepayment and shall be applied first to the last installments of principal coming due hereunder.
Upon the thirtieth d