3.Commitments and Contingencies

Lease Obligations  The Company is obligated under one operating lease, for its United States corporate office space, expiring in March 2020. Future aggregate minimum annual rental payments under this five-year lease are as follows:

Twelve Months Ending March 31,
2016	$	96
2017	$	98
2018	$	100
2019	$	102
2020	$	104

Rent expense under this lease was approximately $22 and $22 for the three months ended March 31, 2015 and 2014, respectively.

The Company is also obligated under a number of five-year, slot equipment operating leases, the projected costs of which are not included in the table above due to fluctuating inventory, expiring over staggered years, which provide for a monthly fixed rental fee per slot machine, and an annual option for replacement with different/newer machines during the term of the lease. In the first quarter of 2015, the Company’s slot lease expenses were approximately $576 versus $668 in the comparable period in 2014, a decrease of $92, resulting from the impact of foreign currency translation.

Employment Agreements  The Company’s employment agreement with its Chief Executive Officer (“CEO”), Mr. Rami S. Ramadan, absent the intervention of either party by September 30th of each year, will renew automatically for another calendar year, currently ending December 31, 2015. In addition to a perpetually renewable employment term of one year absent the intervention of either party, the agreement provides for annual compensation, plus participation in the Company’s benefits programs and equity incentive plans. As of March 31, 2015, the Company is contractually obligated to pay an aggregate of approximately $338, which includes the annual base salary for the remaining year of 2015. On November 11, 2014, Mr. Ramadan’s employment agreement was amended to provide additional benefits under a change in control of the Company.

401(k) Plan  The Company maintains a contributory 401(k) plan. This plan is for the benefit of all U.S.-based, eligible corporate employees, who may have a portion of their salary withheld, not to exceed the maximum federally allowed amount. The Company makes an employer-matching contribution of 60 cents for each employee dollar contributed.

2015 Profit Sharing Plan  The 2015 Profit Sharing Plan was recommended by the Compensation Committee of the Board and approved by the Board of Directors on January 30, 2015. The 2015 Profit Sharing Plan permits eligible key management employees (“KME”s) to share in the profits of the Company. The profit sharing plan provides for incentive payout, the pool amount of which is based on a pre-determined fixed percentage of the Company’s earned consolidated annual income before taxes. This pool is to be distributed according to the percentage of each KME’s annual salary as a ratio to the total of all salaries of participating KMEs. Each KME is required, pursuant to the 2015 Profit Sharing Plan, to defer 50% of his or her annual profit sharing award, if attained, into the Deferred Compensation Plan.

2015 Individual Performance Plan  The 2015 Individual Performance Plan was recommended by the Compensation Committee of the Board and approved by the Board of Directors on March 27, 2015. The individual performance plan provides for incentive payout, based on each KME’s personal performance throughout the operating year, relative to pre-set performance criteria.

Deferred Compensation Plan  On May 17, 2006, the Compensation Committee of the Board unanimously recommended, and the Board approved and adopted, TWC’s Deferred Compensation Plan (the “Deferred Plan”), which provides certain key employees and non-employee directors the opportunity to defer receipt of specified portions of their compensation and to have such deferred amounts treated as if invested in the Common Stock of the Company.

The Company adopted the Deferred Plan with the intention that it shall at all times be characterized as a “top hat” plan of deferred compensation maintained for a select group of management, as described under the Employee Retirement Income Security Act of 1974 (“ERISA”) Sections 201(2), 301(a)(3) and 401(a)(1). The Deferred Plan shall at all times satisfy Section 409A of the Internal Revenue Code. Pursuant to a participant’s election, the unfunded Deferred Plan obligations are payable in the form of Common Stock and cash upon the earlier of: (i) a designated, in-service distribution date which must be a minimum of three years from the year of the first deferral; (ii) separation from service; (iii) disability; (iv) change in control of the Company; or (v) death. A participant’s election form must specify whether the payments will be made by lump sum or by installments, and the number of annual installments (with a minimum of two and a maximum of five installments).

Taxing Jurisdiction  The Czech Republic currently has a number of laws related to various taxes imposed by governmental authorities. Applicable taxes include corporate income tax, gaming tax, value-added tax (“VAT”), and payroll (social) taxes. Tax declarations, together with other legal compliance areas (e.g. customs and currency control matters) are subject to review and investigation by a number of governmental authorities, which are enabled by law to impose fines, penalties and interest charges, and create tax risks in the Czech Republic. Management believes that it has adequately provided for all of its Czech tax liabilities.

The Company is subject to an overall flat gaming tax (the “Gaming Tax”) of 20.0% on all live game and slot revenues. The Company is also subject to an applicable 19% corporate income tax on adjusted Czech net income, as defined by the Czech Republic taxing authorities. Additionally, we are also subject to a per slot, per diem tax, payable along with the Gaming Tax. The Gaming Tax is payable by the 25th day following the end of each quarter, while the corporate income tax is payable by June 30th of the subsequent year, and, estimated quarterly income tax payments that began in September 2013. (See also Note 4(l) “Czech Gaming Taxes” and Note 4(m) “Income Taxes” below).

Legal Proceedings  The Company is sometimes subject to various contingencies, the resolutions of which its management believes, will not have a material adverse effect on the Company’s consolidated financial position or results of operations. TWC was not involved in any material litigation as of March 31, 2015, and through the date of this filing.