Ag&e Holdings Inc. Sample Contracts

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WITNESSETH:
Restricted Stock Agreement • May 12th, 2000 • Wells Gardner Electronics Corp • Computer terminals
INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 19th, 2015 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Illinois

THIS INDEMNIFICATION AGREEMENT is made and entered into this ___ day of November 2015 (“Agreement”), by and between AG&E Holdings, Inc., an Illinois corporation (the “Company”), and ___________________ (“Indemnitee”).

ARTICLE I DEFINITIONS
Licensing Agreement • March 16th, 2001 • Wells Gardner Electronics Corp • Computer terminals • New York
RECITALS:
Loan Agreement • November 3rd, 2000 • Wells Gardner Electronics Corp • Computer terminals • Illinois
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • January 27th, 2000 • Wells Gardner Electronics Corp • Computer terminals • Illinois
RECITALS
Escrow Agreement • January 27th, 2000 • Wells Gardner Electronics Corp • Computer terminals • Illinois
AGREEMENT BETWEEN
Collective Bargaining Agreement • March 16th, 2001 • Wells Gardner Electronics Corp • Computer terminals
between
Secured Credit Agreement • November 14th, 2001 • Wells Gardner Electronics Corp • Computer terminals • Illinois
LOAN AGREEMENT
Loan Agreement • June 16th, 1998 • Wells Gardner Electronics Corp • Computer terminals • Illinois
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 27th, 2004 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment • Illinois

This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2004 among Wells-Gardner Electronics Corporation, an Illinois corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”).

WELLS-GARDNER ELECTRONICS CORPORATION WARRANT
Securities Agreement • September 27th, 2004 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment

Wells-Gardner Electronics Corporation, an Illinois corporation (the “Company”), hereby certifies that, for value received, [Name of Holder] or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of [ ](1) shares of common stock, $1 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $6.24 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the six month anniversary of the date hereof and through and including March 20, 2010 (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers identified therein (the “Purchase Agreement”). A

CORPORATE GUARANTY
Corporate Guaranty • November 29th, 2017 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • New Jersey

THIS CORPORATE GUARANTY (this "Guaranty"), dated as of November 22, 2017, is made by AG&E HOLDINGS INC., an Illinois corporation ("Guarantor"), with an office at 223 Pratt Street, Hammonton, New Jersey 08037 in favor of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender"), with an office at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540.

Loan and Security Agreement DATED AS OF JUNE 30, 2003 BETWEEN LASALLE BANK NATIONAL ASSOCIATION THE LENDER, WELLS-GARDNER ELECTRONICS CORPORATION AND AMERICAN GAMING & ELECTRONICS, INC. THE BORROWERS
Loan and Security Agreement • August 11th, 2003 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment • Illinois

THIS LOAN AND SECURITY AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) made this 30th day of June, 2003 by and among LASALLE BANK NATIONAL ASSOCIATION, a national banking association (“Lender”), 135 South LaSalle Street, Chicago, Illinois 60603-4105, and WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation, having its principal place of business at 9500 West 55th Street, McCook, Illinois 60525-3605 (“WGE”) and AMERICAN GAMING & ELECTRONICS, INC., a Nevada corporation, having its principal place of business at 9500 West 55th Street, McCook, Illinois 60525-3605(“AGE”) (WGE and AGE are collectively referred to as “Borrowers”).

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AG&E HOLDINGS, INC. RETENTION AGREEMENT
Retention Agreement • February 24th, 2015 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Illinois

This AG&E Holdings, Inc. Retention Agreement (this "Agreement”), dated as of February 20, 2015, is made between AG&E Holdings, Inc. (the "Company") and Renee Zimmerman ("Executive").

EX 10.19 ARISTOCRAT MASTER SUPPLY AGREEMENT DATED OCTOBER 13, 2010
Master Supply Agreement • August 3rd, 2011 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment • New South Wales
BY AND AMONG
Shareholder Purchase Agreement • January 27th, 2000 • Wells Gardner Electronics Corp • Computer terminals • Illinois
WELLS-GARDNER ELECTRONICS CORPORATION WARRANT
Securities Agreement • September 27th, 2004 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment • Illinois

Definitions. In addition to the terms defined elsewhere in this Warrant (the “Warrant”), capitalized terms that are not otherwise defined herein have the meanings given to such terms in the Purchase Agreement, dated as of the date hereof, by and among the Company, CD Investment Partners, Ltd. and EGI-NP Investments, LLC.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 29th, 2017 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Nevada

THIS LOAN AND SECURITY AGREEMENT is entered into as of November 22, 2017 by and between NORTH MILL CAPITAL LLC, a Delaware limited liability company (Lender), with an office located at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540 and AMERICAN GAMING & ELECTRONICS, INC., a Nevada corporation (Borrower), with its chief executive office located at 223 Pratt Street, Hammonton, New Jersey 08037.

Unaudited Pro Forma Condensed Combined Financial Information
Merger Agreement • February 15th, 2017 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment

On April 14, 2016, AG&E Holdings Inc., an Illinois corporation (the “Company”), entered into an Agreement and Plan of Merger (as amended to date, the “Merger Agreement”) with American Gaming & Electronics, Inc., a Nevada corporation and wholly-owned subsidiary of the Company (“Merger Sub”), Advanced Gaming Associates LLC, a Pennsylvania limited liability company (“AGA”), and Anthony Tomasello, as the sole member and representative of AGA (“Mr. Tomasello”).

FIRST, SECOND, THIRD AND FOURTH AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN THE COMPANY AND ANTHONY SPIER FIRST AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT
Employment Agreement • March 29th, 2005 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment

This First Amendment made effective as of February 10, 1999 between ANTHONY SPIER (“Employee”) and WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois CORPORATION (“Company”).

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • July 22nd, 2016 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Illinois

This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) dated as of July 20, 2016 is entered into by and among AG&E Holdings Inc., an Illinois corporation (“Parent”), American Gaming & Electronics, Inc., a Nevada corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), Advanced Gaming Associates LLC, a Pennsylvania limited liability company (the “Company”), the Company Member (as defined in the Original Agreement), and Anthony Tomasello, in his capacity as the Company representative (the “Company Representative”).

FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT
Credit and Security Agreement • March 10th, 2011 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment

THIS FOURTH AMENDMENT (the “Amendment”), dated March 4, 2011, is entered into by and between WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC., a Nevada corporation (“American”), Wells Gardner and American, each a Borrower are hereinafter, unless referenced individually, collectively referred to as (the “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (the “Lender”), acting through its Wells Fargo Business Credit operating division.

FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE
Industrial Building Lease • August 13th, 2007 • Wells Gardner Electronics Corp • Radio & tv broadcasting & communications equipment • Illinois

THIS FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE (this “Amendment”) is made and entered into as of this 25th day of April, 2007, by and between WEST 55TH STREET INVESTORS LLC, a Delaware limited liability company (“Landlord”) and WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Tenant”).

VOTING AGREEMENT
Voting Agreement • December 6th, 2016 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Illinois

This VOTING AGREEMENT (this “Agreement”), dated as of November 30, 2016, is entered into by and between AG&E HOLDINGS INC., an Illinois corporation (the “Company”), and Anthony Tomasello (“Shareholder).

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