RECITALSSettlement Agreement • September 3rd, 2002 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS AGREEMENT is made the 18th day of June 2002 BETWEEN: AMERICAN WAGERING, INC. a company incorporated in the state of Nevada, United States of America and having its principal office at 675 Grier Drive, Las Vegas, Nevada, United States of America...Agreement • July 3rd, 2002 • American Wagering Inc • Services-miscellaneous amusement & recreation • Western Australia
BackgroundGuaranty Agreement • November 8th, 1996 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
LICENSE AGREEMENT ----------------- This Agreement is made and entered into as of the 18th day of June, 2002 (the "Effective Date") by and between: American Wagering, Inc., a company incorporated in the state of Nevada, United States of America, and...License Agreement • July 3rd, 2002 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • May 31st, 2007 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS COMMERCIAL SECURITY AGREEMENT dated February 21, 2006, is made and executed between AWI GAMING, INC. (“Grantor”) and GREAT BASIN BANK OF NEVADA (“Lender”).
Location: Las Vegas, Nevada Entity No. 19454 Unit No.: 1140 HOWARD JOHNSON INTERNATIONAL, INC. LICENSE AGREEMENT THIS LICENSE AGREEMENT ("Agreement"), dated May 9, 1996, is between HOWARD JOHNSON INTERNATIONAL, INC. a Delaware corporation ("we", "our"...License Agreement • April 30th, 1997 • American Wagering Inc • Services-miscellaneous amusement & recreation • New Jersey
AMERICAN WAGERING, INC. AMENDED AND RESTATED WARRANT TO PURCHASE SHARES OF COMMON STOCK DATE OF ISSUANCE: June 11, 2010 Original Warrant DATE OF ISSUANCE: June 21, 2010Exercise Agreement • September 20th, 2010 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS AMENDED AND RESTATED WARRANT TO PURCHASE SHARES OF COMMON STOCK amends and restates in its entirety that certain Warrant to Purchase Shares of Common Stock dated June 11, 2010 (the “Original Warrant”). Except for indicating the date upon which the Warrant was issued to Holder, the Original Warrant is hereby terminated, null, and void.
COMMERCIAL GUARANTYAmerican Wagering Inc • May 31st, 2007 • Services-miscellaneous amusement & recreation
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender’s remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower’s obligations under the Note and Related Documents. Under this Guaranty, Guarantor’s liability is unlimited and
AGREEMENT AND PLAN OF MERGER among LAS VEGAS GAMING, INC. LAS VEGAS GAMING MERGER SUB, INC. ADLINE GAMING INC. and ADLINE NETWORK, LLC AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 21st, 2005 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS AGREEMENT AND PLAN OF MERGER (the "Agreement") is made and entered into this 14th day of January, 2005, by and among LAS VEGAS GAMING, INC., a Nevada corporation ("LVGI"), LAS VEGAS GAMING MERGER SUB, INC., a Nevada corporation ("LVMS"), ADLINE GAMING INC., a Georgia corporation (“AGI”) and ADLINE NETWORK, LLC, a Georgia Limited Liability Company, the sole shareholder of AGI ("Shareholder").
COMMERCIAL GUARANTYAmerican Wagering Inc • May 31st, 2007 • Services-miscellaneous amusement & recreation
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender’s remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower’s obligations under the Note and Related Documents. Under this Guaranty, Guarantor’s liability is unlimited and
ARTICLE I DEFINITIONSTechnology Cross-License Agreement • November 8th, 1996 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
EXECUTION VERSION AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 14th, 2011 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 13, 2011, among WILLIAM HILL HOLDINGS LIMITED, a private limited company formed under the laws of England and Wales (“Parent”), AW SUB CO., a Nevada corporation and an indirect wholly-owned Subsidiary of Parent (“Merger Sub”), AMERICAN WAGERING, INC., a Nevada corporation (the “Company”), and solely for purposes of Section 8.15 hereof, the stockholders set forth on the signature pages hereto.
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 13th, 2008 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This Revolving Credit Agreement (the “Agreement”) is made and entered into by and between the undersigned borrower (the “Borrower”) and the undersigned bank (the “Bank”) as of the date set forth on the last page of this Agreement.
MANUFACTURING AGREEMENT Agreement made October 25, 1996 between Autotote CBS, Inc., a Nevada corporation, with its principal office in Las Vegas, Nevada ("CBS"), and Autotote Systems, Inc., a Delaware corporation, with a principal office in Newark,...Manufacturing Agreement • November 8th, 1996 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
CONTINUING GUARANTY (Unlimited)American Wagering Inc • April 29th, 2009 • Services-miscellaneous amusement & recreation • Nevada
AGREEMENTAgreement • May 18th, 2011 • American Wagering Inc • Services-miscellaneous amusement & recreation
This Agreement (the “Agreement”) is made and entered into as of April 13, 2011, among American Wagering, Inc., a Nevada corporation (“AWI”), William Hill Holdings Limited, a private limited company formed under the laws of England and Wales (“William Hill”) and Victor J. Salerno (“Salerno”).
CBS SOFTWARE SUPPORT AGREEMENT THIS AGREEMENT is made the 18th day of June, 2002, by and between COMPUTERIZED BOOKMAKING SYSTEMS, INC., a company incorporated in the state of Nevada, United State of America, and having its principal office at 675...CBS Software Support Agreement • July 3rd, 2002 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
CBS SECURITY AGREEMENTCBS Security Agreement • September 20th, 2010 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This CBS Security Agreement (the “Security Agreement”) is entered into on June 22, 2010 (the “Effective Date”) by and between Computerized Bookmaking Systems, Inc. (the “Grantor”), a Nevada corporation, and Alpine Advisors LLC (the “Lender” or the “Secured Party”), a Nevada limited liability company (individually, Grantor and Secured Party may be referred to as a “party” or collectively as the “parties”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This Amended and Restated Employment Agreement is made and entered into this 13th day of April, 2011, by and between John English (“Executive”) and American Wagering, Inc. (“AWl” or “Employer”) (individually each is a “party” or collectively, the “parties”).
Line of Credit Confirmation LetterAmerican Wagering Inc • May 13th, 2008 • Services-miscellaneous amusement & recreation
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This Employment Agreement is made and entered into this 11th day of November, 2010, by and between Robert Kocienski (“Executive”) and American Wagering, Inc. (“AWI” or “Employer”) (individually each is a “party” or collectively, the “parties”).
SEVERANCE AGREEMENTSeverance Agreement • May 31st, 2007 • American Wagering Inc • Services-miscellaneous amusement & recreation
This SEVERANCE AGREEMENT (the “Agreement”) is entered into this 9th day of February, 2007 (the “Execution Date”), by and between American Wagering, Inc., a Nevada corporation (the “Company”) and Timothy Lockinger, whose present residential address is 4770 South Arezzo Ave, Pahrump, Nevada 89061 (“Lockinger”) (together the “Parties”).
PURCHASE AND SALE AGREEMENT BETWEEN MARLYS A. KOEHLER-BERRY AS TRUSTEE OF THE KOEHLER FAMILY TRUST UNDER INSTRUMENT DATED SEPTEMBER 17, 1986 AND AMENDED SEPTEMBER 18, AND LOG CABIN, INC., A NEVADA CORPORATION (“LOG CABIN”) AS SELLER AND AWI GAMING,...Purchase and Sale Agreement • June 21st, 2005 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is dated as of June ___, 2005, and is entered into among AWI Gaming, Inc., a Nevada corporation (“Buyer”), and Marlys A. Koehler-Berry as Trustee of the Koehler Family Trust under instrument dated September 17, 1986 and amended September 18, 1991 (“Koehler-Berry”), Log Cabin, Inc., a Nevada corporation (“Log Cabin”), (Koehler-Berry and Log Cabin hereinafter “Seller”).
December 22, 2009 Via Overnight Courier and Email Bruce Dewing President AWI Gaming, Inc.American Wagering Inc • May 7th, 2010 • Services-miscellaneous amusement & recreation
Exhibit 10.26 STATE OF NEVADA COUNTY OF CLARK DEED OF TRUST, SECURITY AGREEMENT AND FINANCING STATEMENT --------------------------------------------------------- This Deed of Trust, Security Agreement and Financing Statement (hereinafter termed...Trust, Security Agreement • April 30th, 1997 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • June 13th, 2008 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
References in the boxes above are for Lender’s use only and do not limit the applicability of this document to any particular loan or item. Any item above containing “***” has been omitted due to text length limitations
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2007 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This Employment Agreement is made and entered into this 6th day of August, 2007, by and between Melody Sullivan (“Executive”) and American Wagering, Inc. (“AWI” or “Employer”) (individually each is a “party” or collectively, the “parties”).
BORROWER PLEDGE AGREEMENTPledge Agreement • September 20th, 2010 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
PLEDGE AGREEMENT (this “Pledge Agreement”), dated as of June 22, 2010, between American Wagering, Inc., a Nevada corporation ( “Pledgor”), and Alpine Advisors LLC (“Lender”) ( “Secured Party”).
Alpine Advisors LLCAmerican Wagering Inc • May 7th, 2010 • Services-miscellaneous amusement & recreation • Nevada
This Agreement (this “Agreement”) will confirm the basis upon which American Wagering, Inc. (“Client”) has engaged Alpine Advisors LLC (“Alpine”) on an exclusive basis, to provide advisory services with respect to the exploration of: (i) strategic alternatives that may lead to a possible transaction through sale, merger, joint venture or otherwise, whether effected in a single transaction or a series of related transactions, in which 50% or more of the voting power of Client or all or a substantial portion of its business or assets are combined with or transferred to another company (a “Transaction”) and (ii) financing alternatives (a “Financing”).
LOAN AGREEMENTLoan Agreement • September 20th, 2010 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
THIS LOAN AGREEMENT (this “Agreement”), is entered into as of June 22, 2010, by and between American Wagering, Inc., a Nevada corporation (“Borrower”), and Alpine Advisors LLC (“Lender”).
Amended and Restated Guaranty AgreementGuaranty Agreement • June 14th, 2006 • American Wagering Inc • Services-miscellaneous amusement & recreation • Nevada
This Amended and Restated Guaranty Agreement (“Amendment”) is made 8 day of June 2006, (“Effective Date”) by Victor and Terina Salerno, a married couple (collectively, “Salernos”), and American Wagering, Inc., a Nevada corporation (“AWI”). This Amendment amends and restates the prior Guaranty Agreement dated February 7, 2006, in its entirety.
INCENTIVE STOCK OPTION AGREEMENT OF AMERICAN WAGERING, INC. A Nevada CorporationIncentive Stock Option Agreement • May 1st, 2006 • American Wagering Inc • Services-miscellaneous amusement & recreation
This AGREEMENT is made by and between American Wagering, Inc., having its principal place of business at 675 Grier Drive, Las Vegas, Nevada 89119 (hereinafter referred to as “Employer”), and <NAME> (hereinafter referred to as “Employee”).
AMENDMENT TO LOAN AGREEMENT AND NOTELoan Agreement and Note • January 26th, 2009 • American Wagering Inc • Services-miscellaneous amusement & recreation
This amendment (the “Amendment”), dated as of the date specified below, is by and between the borrower (the “Borrower”) and the bank (the “Bank”) identified below.
Exhibit 10.25 ABSOLUTE ASSIGNMENT OF LEASES AND RENTS --------------------------------------- STATE OF NEVADA COUNTY OF CLARK THIS ABSOLUTE ASSIGNMENT OF LEASES AND RENTS (the "Assignment")is entered into by and between AUTOTOTE CBS, INC., a Nevada...American Wagering Inc • April 30th, 1997 • Services-miscellaneous amusement & recreation
