On March 1, 2007, Sona Mobile Holdings Corp. (the “Company”) entered into amended and restated agreements relating to its existing strategic alliance with Shuffle Master, Inc. (“Shuffle Master”). The Amended and Restated Licensing and Distribution Agreement (the “Licensing Agreement”), effective as of February 28, 2007, among the Company, Shuffle Master and Sona Mobile, Inc., the Company’s wholly owned subsidiary, amends and restates in its entirety the Licensing and Distribution Agreement dated January 13, 2006 between the Company and Shuffle Master. The Amended and Restated Master Services Agreement (the “Services Agreement”), effective as of February 28, 2007, between the Company and Shuffle Master amends and restates in its entirety the Master Services Agreement dated January 13, 2006 between the Company and Shuffle Master.

Pursuant to the Licensing Agreement, Shuffle Master has granted to the Company and Sona Inc. a worldwide, non-exclusive license to the game content currently owned or, subject to Shuffle Master’s ability to license, acquired by Shuffle Master in the future; the Company and Sona Mobile, Inc. have collectively granted to Shuffle Master a worldwide, non-exclusive license to certain wireless platform software and enhancements, which supports the integration and mobilization of “casino” gaming applications into “in casino” wireless gaming delivery systems (collectively, the “Sona Software”) allowing players to wager remotely from approved areas of a casino via designated wireless hand-held devices (collectively, the “Wireless Gaming System”). In addition, the Company will install, integrate, mobilize and service the Wireless Gaming System, and the Company and Shuffle Master will distribute and market the Wireless Gaming System to casinos (which excludes horse race tracks without other wagering on premises). Shuffle Master has agreed that, through August 24, 2007, it will promote, market, distribute and sell on an exclusive basis the Wireless Gaming System and Sona-developed wireless extensions for Shuffle Master’s proprietary electronic multi-terminal games.

Net revenues received by Shuffle Master in connection with the Wireless Gaming System and the Sona Software will be shared 70%-30%, with the larger percentage going to the party having received the revenues. The Licensing Agreement has an initial term of five years and will automatically renew for successive periods of five years unless either party notifies the other, thirty days prior to expiration, of its desire not to renew. In connection with certain transactions with non-casino third parties, the Company and Shuffle Master will share initial up-front payments 60%-40%, and future consideration received 40%-60%.

Pursuant to the Services Agreement, the Company has agreed to customize, develop and power a “Shuffle Master branded” Wireless Gaming System that will incorporate game content currently owned by Shuffle Master, as well as game content to be developed by, or subject to Shuffle Master’s ability to license, acquired by Shuffle Master in the future. Additionally, the Company and Shuffle Master may incorporate game content owned by or to be developed by third parties and public domain games for use with the wireless gaming system.

Software development and related services will be provided to Shuffle Master pursuant to the terms of statements of work to be agreed upon by the parties from time to time. Shuffle Master will own all deliverables developed by the Company pursuant to a statement of work. During the term of the Agreement, the Company will be the exclusive provider of software maintenance services to Shuffle Master with respect to certain software applications identified in the statements of work. The

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