I. AMENDMENTCredit Agreement • February 14th, 2001 • Midway Games Inc • Services-prepackaged software
EXHIBIT 4.2 THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY...Warrant Agreement • May 22nd, 2001 • Midway Games Inc • Services-prepackaged software • Delaware
1 EXHIBIT 10.2 SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT DATED AS OF APRIL 30, 2001 This Second Amendment to Credit Agreement and First Amendment to Security Agreement (this "AMENDMENT"), dated as of April 30,...Credit Agreement • May 15th, 2001 • Midway Games Inc • Services-prepackaged software
OPTION AGREEMENTOption Agreement • March 5th, 1999 • Midway Games Inc • Services-prepackaged software
ARTICLE I DEFINITIONSSecurities Purchase Agreement • October 15th, 2003 • Midway Games Inc • Services-prepackaged software • New York
1 EXHIBIT 10.1 SECURITY AGREEMENT This SECURITY AGREEMENT (this "AGREEMENT") dated as of November 24, 2000 is made by Midway Games Inc., a Delaware corporation (the "COMPANY"), the other Persons listed on the signature pages hereof and the Additional...Security Agreement • May 15th, 2001 • Midway Games Inc • Services-prepackaged software • Illinois
EXHIBIT 10.57 SETTLEMENT AGREEMENT This Settlement Agreement (this "Settlement"), dated August 11, 2003, is a full settlement of certain claims described below under that certain Tax Sharing Agreement dated July 1, 1996 and that certain Tax Separation...Settlement Agreement • March 15th, 2004 • Midway Games Inc • Services-prepackaged software
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of October 14, 2003, by and among Midway Games Inc., a Delaware corporation, with headquarters located at 2704 West Roscoe Street, Chicago, Illinois...Registration Rights Agreement • October 15th, 2003 • Midway Games Inc • Services-prepackaged software • New York
EXHIBIT 10.37 AMENDED AND RESTATED SECURITY AGREEMENT This AMENDED AND RESTATED SECURITY AGREEMENT (this "AGREEMENT") dated as of March 24, 2003 is made by Midway Games Inc., a Delaware corporation (the "COMPANY"), the other Persons listed on the...Security Agreement • March 28th, 2003 • Midway Games Inc • Services-prepackaged software • Illinois
Common Stock ($.01 Par Value)Underwriting Agreement • December 11th, 2001 • Midway Games Inc • Services-prepackaged software • New York
1 EXHIBIT 10.41 SETTLEMENT AGREEMENT -------------------- SETTLEMENT AGREEMENT made this 16th day of August, 1999, by and among the parties listed on Schedule 1 hereto. Capitalized terms used herein but not defined have the meanings ascribed to these...Settlement Agreement • September 27th, 1999 • Midway Games Inc • Services-prepackaged software • Illinois
UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 1999 • Midway Games Inc • Services-prepackaged software • New York
betweenCredit Agreement • October 25th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
2- 3 available to Kenneth J. Fedesna or his successor from time to time, the Company shall be under no obligation to establish or maintain any particular benefits or any particular employee benefit plans. The foregoing obligation shall not apply to...Employment Agreement • October 18th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
EXHIBIT 8 FIRST AMENDMENT TO RIGHTS AGREEMENT This agreement is entered into as of the 6th day of November, 1997 between Midway Games Inc., a Delaware corporation ("Midway"), and The Bank of New York, a New York banking corporation (the "Rights...Rights Agreement • April 20th, 1998 • Midway Games Inc • Miscellaneous manufacturing industries
WHEREAS:Securities Purchase Agreement • May 19th, 2003 • Midway Games Inc • Services-prepackaged software • New York
1 EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENTS This Registration Rights Agreement ("Agreement") is made and entered into as of July 1, 1996 by and between Midway Games Inc., a Delaware corporation (the "Company"), and WMS Industries Inc., a Delaware...Registration Rights Agreement • October 18th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Delaware
WHEREAS:Securities Purchase Agreement • May 22nd, 2001 • Midway Games Inc • Services-prepackaged software • New York
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 22, 2001, by and among Midway Games Inc., a Delaware corporation, with headquarters located at 3401 North California Avenue, Chicago, Illinois...Registration Rights Agreement • May 22nd, 2001 • Midway Games Inc • Services-prepackaged software • New York
1 EXHIBIT 10.39 EXECUTIVE EMPLOYMENT AGREEMENT AGREEMENT made as of the 1st day of June, 1999, by and between MIDWAY GAMES INC., a Delaware corporation (the "Corporation"), and KENNETH J. FEDESNA ("Executive"). W I T N E S S E T H: WHEREAS, Executive...Executive Employment Agreement • September 27th, 1999 • Midway Games Inc • Services-prepackaged software • Illinois
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MARCH 24, 2003Credit Agreement • March 28th, 2003 • Midway Games Inc • Services-prepackaged software • Illinois
1 EXHIBIT 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT, DATED AS OF OCTOBER 15,1996 This Amendment No. 1 (this "Amendment"), dated as of November 1, 1998, is made by and between MIDWAY GAMES INC., a Delaware corporation (the "Company"), and Bank of...Credit Agreement • May 14th, 1999 • Midway Games Inc • Services-prepackaged software
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • October 25th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • New York
SALES AGREEMENTSales Agreement • September 25th, 1998 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
Exhibit 4.2 THIRD AMENDED AND RESTATED RIGHTS AGREEMENT THIRD AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of October 14, 2003 (this "Agreement"), between Midway Games Inc., a Delaware corporation (the "Company"), and The Bank of New York (the...Rights Agreement • October 15th, 2003 • Midway Games Inc • Services-prepackaged software • New York
OPTION AGREEMENT ---------------- [Date of Option] TO: [Name of Optionee] Re: Non-Qualified Stock Option Midway Games Inc. 1998 Non-Qualified Stock Option Plan This letter will evidence the grant to you on ___________ ("Grant Date") by the...Option Agreement • June 24th, 1998 • Midway Games Inc • Miscellaneous manufacturing industries
This letter will evidence the grant to you on ___________ ("Grant Date") by the Compensation and Stock Option Committee of the Board of Directors of Midway Games Inc. (the "Company") of an option pursuant to the Company's 1998 Non-Qualified Stock Option Plan (the "Plan") to purchase ___________ (_____) shares ("Total Grant") of the common stock, par value $.01 per share ("Common Stock"), of the Company at a price of ___________ ($_______ ) per share (the "Option"). Under applicable provisions of the Internal Revenue Code of 1986, as amended, the Option is treated as a non-qualified stock option.
1 EXHIBIT 10.4 PATENT LICENSE AGREEMENT This Agreement, effective as of July 1, 1996, is made by and between Williams Electronics Games, Inc. ("Williams"), a Delaware corporation having an office at 3401 North California Avenue, Chicago, Illinois...Patent License Agreement • October 25th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
SECTION 1Credit Agreement • May 19th, 2003 • Midway Games Inc • Services-prepackaged software
EXHIBIT 10.52 LOAN AND SECURITY AGREEMENT BY AND AMONG MIDWAY HOME ENTERTAINMENT INC., AND MIDWAY AMUSEMENT GAMES, LLC AS BORROWERS, AND MIDWAY GAMES INC., MIDWAY GAMES WEST INC., MIDWAY INTERACTIVE INC., MIDWAY SALES COMPANY, LLC AND MIDWAY HOME...Loan and Security Agreement • March 15th, 2004 • Midway Games Inc • Services-prepackaged software • Illinois
MIDWAY GAMES INC. 2704 WEST ROSCOE STREET CHICAGO, IL 60618 June 29, 2004Severance Agreement • August 6th, 2004 • Midway Games Inc • Services-prepackaged software
1 EXHIBIT 10.5 EMPLOYMENT AGREEMENT AGREEMENT dated as of July 1, 1996, by and between MIDWAY GAMES INC. ("Midway"), a Delaware corporation with offices at 3401 North California Avenue, Chicago, IL 60618 and NEIL D. NICASTRO ("Nicastro"), residing at...Employment Agreement • October 25th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
1 Exhibit 10.29 RIGHT OF FIRST REFUSAL AGREEMENT AGREEMENT dated as of the 6th day of April 1998 between WMS INDUSTRIES INC. ("WMS"), a Delaware corporation, and MIDWAY GAMES INC. ("Midway"), a Delaware corporation, each with an address at 3401 North...Right of First Refusal Agreement • September 25th, 1998 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
1 EXHIBIT 10.28 CONFIDENTIALITY AND NON-COMPETITION AGREEMENT AGREEMENT dated as of the 6th day of April 1998 between WMS INDUSTRIES INC. ("WMS"), a Delaware corporation, and MIDWAY GAMES INC. ("Midway"), a Delaware corporation, each with an address...Confidentiality and Non-Competition Agreement • September 25th, 1998 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
Exhibit 4.5(c) SUBSCRIPTION AGREEMENT 1. The undersigned ("I" or "me") hereby elects to participate in the 1998 Stock Incentive Plan (the "Plan") of Midway Games Inc. (the "Company") and subscribes to purchase the maximum whole number of shares of the...Subscription Agreement • December 4th, 1998 • Midway Games Inc • Services-prepackaged software
WITNESSETH:Tax Sharing Agreement • October 18th, 1996 • Midway Games Inc • Miscellaneous manufacturing industries • Illinois
