(LAKES CONSULTING - TRAVEL PLAZA)
This Security Agreement is made and entered into on January 12, 2005, by and between
Pawnee Travel Plaza Gaming Corporation (hereinafter referred to as "Pawnee" or
"Debtor"), a wholly-owned subsidiary of the Pawnee Tribal Development Corporation
("Pawnee TDC"), each created under the Constitution of and a governmental subdivision
of the Pawnee Nation of Oklahoma ("Pawnee Nation"), a federally recognized Indian
tribe, whose business office is located at 871 Little D. Drive, Building 68, P.O. Box 280,
Pawnee, OK 74058, and Lakes Pawnee Consulting, LLC, a Minnesota limited liability
company (hereinafter referred to as "Lakes" or "Secured Party"), whose business office is
located at 130 Cheshire Lane, Minnetonka, Minnesota 55305.
WHEREAS, the Debtor is created under the Constitution of and a governmental
subdivision of the Pawnee Nation, a federally recognized Indian tribe eligible for the
special programs and services provided by the United States to Indians because of their
status as Indians and is recognized as possessing powers of self-government.
WHEREAS, the United States government holds lands in the State of Oklahoma in trust
for the benefit of the Pawnee Nation over which the Pawnee Nation possesses sovereign
governmental powers and the Pawnee Nation holds or intends to acquire interests in lands
which constitute "Indian lands" upon which the Pawnee Nation may legally conduct
gaming under applicable federal law.
WHEREAS, Secured Party has entered into a Gaming Development Consulting
Agreement with Debtor dated January 12, 2005 (as heretofore and hereafter amended, the
"Consulting Contract"), pursuant to which Lakes is to provide certain development
financing and consulting services to Debtor as more specifically described therein.
WHEREAS, pursuant to the Consulting Contract, Secured Party will, among other things,
advance funds to Debtor.
WHEREAS, as a material inducement to Secured Party to enter into the Consulting