Gamehaus Holdings Inc. Sample Contracts
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
This Indemnification Agreement (this “Agreement”) is entered into as of [DATE] by and between Gamehaus Holdings Inc., a Cayman Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
EMPLOYMENT AGREEMENTEmployment Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of [DATE], by and between Gamehaus Holdings Inc., a company incorporated and existing under the laws of Cayman Islands (the “Company”), and [ ], an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).
LOCK-UP AGREEMENT (SPONSOR)Lock-Up Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of September 16, 2023, by and among (i) Gamehaus Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), (ii) G-Star Management Corporation, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance therewith, the “Purchaser Representative”), (iii) Gamehaus, Inc., an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), (iv) Golden Star Acquisition Corporation, an exempted company incorporated with limited liability in the Cayman Islands (“Purchaser”), and (v) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).
FORM OF SELLER REGISTRATION RIGHTS AGREEMENT SELLER REGISTRATION RIGHTS AGREEMENTSeller Registration Rights Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
THIS SELLER REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of January 24, 2025 by and among (i) Gamehaus Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (including any successor entity thereto, “Pubco”), and (ii) the undersigned parties listed as “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).
FORM OF FOUNDER AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 24, 2025, and shall be effective as of the Closing (defined below), by and among (i) Golden Star Acquisition Corporation, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), (ii) Gamehaus Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), and (iii) the individuals and entities listed under Investors on the signature page hereto, (individually, an “Investor” and collectively, the “Investors”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Original Agreement (as defined below) (and if such term is not defined in the Original Agreement, then the Business Combination Agreement (as defined below)).
FORM OF NON-COMPETITION AGREEMENT NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • January 30th, 2025 • Gamehaus Holdings Inc. • Services-computer processing & data preparation • New York
This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of January 24, 2025 by and by and among (i) Gamehaus Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), (ii) G-Star Management Corporation, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance therewith, the “Purchaser Representative”), (iii) Gamehaus, Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Gamehaus”), (iv) Golden Star Acquisition Corporation, an exempted company incorporated with limited liability in the Cayman Islands (“Purchaser”), and (v) the undersigned (the “Executive”), and will be effective as of the Effective Time (as defined in the Business Combination Agreement (as defined below)). References to the “Company” in this Agreement shall refer to Pubco after giving e
SECOND AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • July 1st, 2024 • Gamehaus Holdings Inc. • Services-computer processing & data preparation
This Second Amendment (“Second Amendment”) to the Business Combination Agreement (as defined below) is made and entered into as of June 30, 2024, by and among (i) Golden Star Acquisition Corporation, an exempted company incorporated with limited liability in the Cayman Islands (“Purchaser”), (ii) G-Star Management Corporation, a British Virgin Islands company, in the capacity as the Purchaser Representative thereunder (“Purchaser Representative”), (iii) Gamehaus Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of the Company (“Pubco”), (iv) Gamehaus 1 Inc., an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of Pubco (“First Merger Sub”); (v) Gamehaus 2 Inc., an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of Pubco (“Second Merger Sub”), and (vi) Gamehaus Inc., an exempted company incorporated with
EXCLUSIVE GAME LICENSE AGREEMENTExclusive Game License Agreement • April 4th, 2024 • Gamehaus Holdings Inc. • Services-computer processing & data preparation
This EXCLUSIVE GAME LICENSE AGREEMENT (hereinafter referred to as the “Agreement”) is made and entered into by and between the following Parties in [location] on [date][year].