INDEMNIFICATION AGREEMENTIndemnification Agreement • January 12th, 2024 • Athena Bitcoin Global • Finance services • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of January 11, 2024 (the “Effective Date”) by and between, on the one hand, Athena Bitcoin Global, a Nevada corporation (“Athena Bitcoin”), jointly and severally with its wholly-owned subsidiary, Athena Bitcoin, Inc., a Delaware corporation (“Athena”) (collectively, the “Company”), and the undersigned individual (“Indemnitee”). The Company and Indemnitee are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties”.
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Delaware
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of January ___, 2020 by and among GamePlan, Inc., a Nevada corporation (the “Company”), the Lead Investor as listed on Schedule A, and the Key Holders, and any Additional Investor (as defined in that certain Securities Purchase Agreement dated of even date herewith (the “Purchase Agreement”)) that becomes a party to this Agreement in accordance with its terms. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.
INVESTORS’ RIGHTS AGREEMENTInvestors' Rights Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the January , 2020, by and among GamePlan, Inc., a Nevada corporation (the “Company”), the Lead Investor and each of the investors listed on Schedule A, each of which together with the Lead Investor is referred to in this Agreement as an “Investor”, and each of the stockholders listed on Schedule B, each of whom is referred to herein as a “Key Holder”, and any Additional Investor (as defined in that certain Securities Purchase Agreement dated of even date herewith (the “Purchase Agreement”)) that becomes a party to this Agreement in accordance with Section 6.9. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.
Athena Bitcoin, Inc., Incentive Stock Option AgreementIncentive Stock Option Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Illinois
This Incentive Stock Option Agreement (this “Agreement”) is made and entered into as of _____________, 20____, by and between Athena Bitcoin, Inc., a Delaware corporation (the “Company”) and ___________________(the “Participant”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • April 3rd, 2014 • Gameplan Inc • Non-operating establishments • Nevada
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made as of the latest signature date hereof on the Signature Page hereof, by and among GamePlan, Inc., a Nevada corporation (“Parent”); VPartments Acquisition Corp., a Georgia corporation and wholly-owned subsidiary of Parent (“Merger Subsidiary”); VPartments Inc., a Georgia corporation (“Company”); and Mark D. Anderson, Sr., who is the beneficial owner of approximately 60.1 percent of the Company’s issued and outstanding shares of common stock (“Anderson”). The foregoing are sometimes singly referred to as a “Party” or collectively as the “Parties.”
MASTER SERVICES AGREEMENTMaster Services Agreement • June 24th, 2022 • Athena Bitcoin Global • Finance services
This Master Services Agreement (this "MSA") is hereby entered into by Athena Bitcoin Global, a Corporation organized and existing under the laws of Nevada, USA, Athena Bitcoin Inc., a Corporation organized and existing under the laws of Delaware, USA, and Athena Bitcoin Holdings of El Salvador, a [•1 organized and existing under the laws of El Salvador (collectively, the "Company"), on the one hand, and [Ministerio de Hacienda de El Salvador] ("[Ministerio de Hacienda)"), and is effective as of August 20, 2021 ("MSA Effective Date"). In this MSA, Company and Ministerio de Hacienda are each referred to as a "Party" or collectively as the "Parties". Capitalized terms that are not defined in the body or exhibits of this MSA have the meanings set forth in Exhibit A (Definitions).
VOTING AGREEMENT by and among, on the one hand, GAMEPLAN, INC., a Nevada corporation and KEY HOLDERS AS LISTED HEREIN and KGPLA HOLDINGS LLC, AS THE LEAD INVESTOR, AND THE OTHER INVESTORS LISTED HEREIN dated as of January ___, 2020Voting Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Delaware
CURRENCY-IN-TRANSIT CONTROL AGREEMENTCurrency-in-Transit Control Agreement • January 12th, 2024 • Athena Bitcoin Global • Finance services • Florida
THIS CURRENCY-IN-TRANSIT CONTROL AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May [_], 2023 (the “Effective Date”), by and among Athena Bitcoin Global, a Nevada corporation (the “Grantor”), KGPLA Holdings LLC, a Delaware limited liability company (the “Secured Party”) and Move on Security LLC, a Florida limited liability company (the “Custodian”), is delivered pursuant to Section 4(k) of that certain Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated of even date herewith by and between Grantor, the other parties listed therein, and the Secured Party. This Agreement is entered into by the parties hereto for the purpose of perfecting the security interests of the Secured Party granted by the Grantor in the Currency-in-Transit described below. All references herein to the “UCC” means the Uniform Commercial Code as i
FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS FIRST AMENDMENT TO SECURITY AGREEMENT (this “Amendment”) to that certain Security Agreement Note dated August 4, 2022 (the “Security Agreement”) is made and entered into as of the date last written below (the “Effective Date”), by and among Athena Bitcoin, Inc., a Delaware corporation, and Athena Bitcoin Global, a Nevada corporation (collectively, the “Grantor”) and Michael Komaransky, an individual (“Secured Party”). Grantors and Secured Party are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Security Agreement.
GENESIS COIN INC. PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • California
THIS PURCHASE AND SALE AGREEMENT is entered into this 1st day of October, 2015, by and between Athena Bitcoin, Inc. (hereinafter "Buyer"), with business offices located at 440 S La Salle St Ste 2101, Chicago IL 60605 and Genesis Coin, Inc. (hereinafter "Company"), a Delaware corporation.
FIRST AMENDMENT TO SECURED PROMISSORY NOTESecured Promissory Note • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS FIRST AMENDMENT TO SECURED PROMISSORY NOTE (this “Amendment”) to that certain Secured Promissory Note dated August 4, 2022 (the “Promissory Note”) is made and entered into as of the date last written below (the “Effective Date”), by and among Athena Bitcoin, Inc., a Delaware corporation, and Athena Bitcoin Global, a Nevada corporation (collectively, the “Borrowers” and each a “Borrower”) and Michael Komaransky, an individual (“Noteholder”). Borrowers and Noteholder are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Promissory Note.
SECURITY AGREEMENTSecurity Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS SECURITY AGREEMENT dated as of the date last written below (the “Effective Date”) (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), is made by and among, on the one hand, Athena Bitcoin, Inc., a Delaware corporation (“Borrower”) and Athena Bitcoin Global (f/k/a GamePlan, Inc.), a Nevada corporation (“Parent”, and together with Borrower, “Grantor”), and on the other hand, Michael Komaransky, an individual (“Secured Party”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in that certain Secured Promissory Note dated as of August 4th, 2022, as amended and in effect in accordance with its terms (the “Note”).
EQUIPMENT SUBLEASE AGREEMENTEquipment Sublease Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Illinois
THIS EQUIPMENT SUBLEASE AGREEMENT (this “Agreement”) is made and entered into as of April 13, 2023 (the “Effective Date”), by and between Taproot Acquisition Enterprises, LLC, a Delaware limited liability company (“Lessee”), and Athena Bitcoin, Inc., a Delaware corporation (“Sublessee”).
ContractSecured Convertible Promissory Note • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Illinois
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
CURRENCY-IN-TRANSIT CONTROL AGREEMENTCurrency-in-Transit Control Agreement • January 12th, 2024 • Athena Bitcoin Global • Finance services • Delaware
THIS CURRENCY-IN-TRANSIT CONTROL AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May [_], 2023 (the “Effective Date”), by and among Athena Bitcoin Global, a Nevada corporation (the “Grantor”), KGPLA Holdings LLC, a Delaware limited liability company (the “Secured Party”) and Thillens, Inc., an Illinois corporation (the “Custodian”), is delivered pursuant to Section 4(k) of that certain Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated of even date herewith by and between Grantor, the other parties listed therein, and the Secured Party. This Agreement is entered into by the parties hereto for the purpose of perfecting the security interests of the Secured Party granted by the Grantor in the Currency-in-Transit described below. All references herein to the “UCC” means the Uniform Commercial Code as in effect from time
SERVICE LEVEL AGREEMENTService Level Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services
This Service Level Agreement, dated as of July 1st, 2022 (the "Effective Date"), by and among Athena Bitcoin Inc., a corporation organized and existing under the laws of Delaware, USA, Athena Bitcoin Global, a corporation organized and existing under the laws of Nevada, USA, Athena Bitcoin Holdings of El Salvador, S.A. de C.V., a Salvadorian corporation (Athena Bitcoin Inc., Athena Bitcoin Global, and Athena Bitcoin Holdings of El Salvador S.A. de C.V., are collectively referred to as "Athena") and Chivo, Sociedad An6nima de Capital Variable, a Salvadorian corporation ("Chivo") (the "SLA"), defines the service levels that Athena will provide Chivo in respect of the maintenance and support of the Core ATM Services (as defined below). For the avoidance of doubt, Athena will provide such maintenance and support services only to Chivo, and Chivo will be solely responsible for all support interactions with End Users. Capitalized terms not otherwise defined in this SLA will have the meanings
ATHENA BITCOIN GLOBAL CONSULTING AGREEMENTConsulting Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services
This Consulting Agreement (this "Agreement") is effective as March 15th, 2023 and is made by and between Athena Bitcoin Global, a Nevada corporation together with its subsidiaries (collectively, the "Company"), and Carlos Carreno/ 4C LLC (the "Consultant").
FIRST AMENDMENT TO SENIOR SECURED LOAN AGREEMENTSenior Secured Loan Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS FIRST AMENDMENT TO SENIOR SECURED LOAN AGREEMENT (this “Amendment”) is made and entered into as of June 6, 2023 (the “First Amendment Effective Date”) by and among, on the one hand, ATHENA BITCOIN GLOBAL, ATHENA BITCOIN, INC., ATHENA HOLDINGS EL SALVADOR SA DE CV (collectively, the “Borrower Parties”) and, on the other hand, KGPLA HOLDINGS LLC, its successors and/or assigns (the “Lender”, and together with the Borrower Parties, each a “Party” and, collectively, the “Parties”), amending that certain Senior Secured Loan Agreement dated May 15, 2023 (the “Loan Agreement”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Loan Agreement.
TERM LOAN NOTETerm Loan Note • November 13th, 2023 • Athena Bitcoin Global • Finance services
FOR VALUE RECEIVED, and pursuant to that certain Senior Secured Loan Agreement of even date herewith, as amended or supplemented from time to time (the “Loan Agreement”), by and among the Loan Parties thereto and KGPLA Holdings, LLC, a Delaware limited liability company or its assigns (the “Payee”), the undersigned (the “Borrower”) absolutely and unconditionally promises to pay to the order of the Payee, the principal sum of Ninety Thousand U.S. Dollars and No Cents (US$90,000.00) plus interest from the date hereof at the rate ten percent (10%) per annum (the “Interest Rate”) on the outstanding principal balance as of the Interest Payment Date (as defined below), payable in the manner described below.
LETTERHEAD OF ATHENA BITCOIN] Notice of AmendmentSimple Agreement for Future Tokens (Saft) • December 3rd, 2021 • Athena Bitcoin Global • Finance services
Reference is hereby made to the Simple Agreement for Future Tokens (the “SAFT”) entered into by you and Athena Bitcoin, Inc. (the “Company”). Capitalized terms used and not otherwise defined in this notice shall have the meaning set forth in the SAFT. As you know, Section 6(a) of your SAFT permits Athena Bitcoin, Inc. and the holder(s) of a majority of the Purchase Amounts to amend the SAFT. The Company has structured a potential transaction in which all the issued and outstanding shares of the Company shall be contributed to GamePlan, Inc., a Nevada corporation (“GP”) in exchange for shares of common stock of GP (the “Proposed Transaction”). The Proposed Transaction will constitute a Corporate Transaction upon consummation thereof. In connection with the Proposed Transaction, the Company and Michael Komaransky, in his capacity as the holder of a majority of the Purchase Amounts under all SAFTs issued by the Company, entered into an omnibus amendment amending all SAFTs to provide, in g
SENIOR SECURED LOAN AGREEMENT by and among, on the one hand, KGPLA HOLDINGS LLC, as Lender, and, on the other hand, ATHENA BITCOIN GLOBAL, as Borrower, and THE OTHER BORROWER PARTIES LISTED HEREIN date as of May 15, 2023Senior Secured Loan Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
This Senior Secured Loan Agreement dated as of May 15, 2023 (the “Effective Date”), as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof (this “Agreement”), is made by and among, on the one hand, Athena Bitcoin Global, a Nevada corporation (the “Borrower”), the other Borrower Parties defined hereunder, and, on the other hand, KGPLA Holdings LLC, a Delaware limited liability company (the “Lender”). The Borrower Parties and the Lender are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties”.
Independent Contractor AgreementIndependent Contractor Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services
This Independent Contractor Agreement (Agreement) is entered into this 1st day of January, 2022, by and between Athena Bitcoin (Corporation), and Antonio Valiente, an independent contractor (Contractor), in consideration of the mutual promises made herein, as follows:
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Delaware
THIS FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) to that certain Securities Purchase Agreement dated January 31, 2020 (the “Purchase Agreement”) is made and entered into as of the date last written below (the “Effective Date”), by and among Athena Bitcoin Global (f/k/a GamePlan, Inc.), a Nevada corporation (“Company”), and KGPLA Holdings, LLC, a Delaware limited liability company (“Lead Investor”) on behalf of itself and other investors (collectively, the “Investors”). Company and the Investors are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.
TERMINATION AGREEMENTTermination Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services
THIS TERMINATION AGREEMENT (this “Agreement”) dated as of November 4th, 2022 (the “Effective Date”) is by and among (i) Athena Bitcoin Global, Inc., a Nevada corporation (f/k/a GamePlan, Inc.) (“Company”), (ii) Eric Gravengaard, an individual (“Key Holder”), and KGPLA Holdings, LLC, a Delaware limited liability company (“Lead Investor”, each of Company, Key Holder and Lead Investor is sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties”), in respect of that certain Voting Agreement dated January 31, 2020, as amended and in effect (the “Voting Agreement”).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
This Restricted Stock Unit Agreement (the "Agreement") is made and entered into as of February 28, 2023 (the "Effective Date") by and between Athena Bitcoin Global (the "Company") and Shaun Overton (the "Consultant"). Capitalized terms used but not otherwise defined or expressly cross-referenced in this Agreement will have the meanings ascribed to such terms in the Athena Bitcoin Global 2021 Equity Compensation Plan (the “Plan”), and if not defined in the Plan, in a consulting agreement between the Consultant and the Company dated as of February 28, 2023 (the “Consulting Agreement”), both of which are incorporated into and made a part of this Agreement by reference. In the event of an inconsistency between the Plan and the Consulting Agreement, the Plan’s provisions shall control as determined by the Administrator in its sole discretion.
THIS CONVERTIBLE DEBENTURE AND THE SECURITIES ISSUABLE UPON ITS CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR...Convertible Debenture • November 13th, 2023 • Athena Bitcoin Global • Finance services • Delaware
THIS CONVERTIBLE DEBENTURE IS SUBJECT TO THE TERMS AND PROVISIONS OF THE SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 31, 2020, AS AMENDED AND IN EFFECT, AMONG THE COMPANY AND THE INVESTOR(S) NAMED THEREIN, AS THE SAME MAY BE AMENDED AND/OR RESTATED FROM TIME TO TIME, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY.
EQUIPMENT Financing AGREEMENTEquipment Financing Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Illinois
THIS EQUIPMENT FINANCING AGREEMENT (this “Amendment”) is entered into as of November __, 2023 (the “Effective Date”) by and between Taproot Acquisition Enterprises, LLC, a Delaware limited liability company (“Lender”), and Athena Bitcoin, Inc. a Delaware corporation (“Borrower” or “Purchaser”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Illinois
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is made as of July 26, 2019, by and between ATHENA BITCOIN INC., a Delaware corporation (“Borrower”), having its principal place of business and chief executive offices located at 211 West Wacker Drive, Suite 900B, Chicago, Illinois 60606, Attention: Eric Gravengaard, CEO and SWINGBRIDGE CRYPTO III LLC, an Illinois limited liability company (“Lender”), having an office at 600 West Jackson Boulevard, Suite 100, Chicago, Illinois 60661, Attention: Thomas Kerestes, Manager.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Nevada
THIS SHARE EXCHANGE AGREEMENT is made this 14 th day of January, 2020, by and between GamePlan, Inc., a Nevada corporation ("GPI"), Athena Bitcoin, Inc., a Delaware corporation ("ATHENA"), and certain shareholders of ATHENA listed on the attached Schedule I ("ATHENA Shareholders"), and specifically incorporated herein by reference (ATHENA and ATHENA Shareholders shall be hereinafter jointly referred to as "ATHENA Parties").
SENIOR SECURED REVOLVING CREDIT PROMISSORY NOTESenior Secured Revolving Credit Promissory Note • November 13th, 2023 • Athena Bitcoin Global • Finance services
FOR VALUE RECEIVED, and pursuant to that certain Senior Secured Loan Agreement of even date herewith, as amended or supplemented from time to time (the “Loan Agreement”), by and among the Borrower Parties thereto and KGPLA Holdings, LLC, a Delaware limited liability company or its assigns (the “Payee”), the undersigned (the “Borrower”) absolutely and unconditionally promises to pay to the order of the Payee, the principal sum of US$4,000,000, or such lesser amount as may be outstanding under this Senior Secured Revolving Credit Promissory Note (this “Note”) based on the aggregate of the actual Revolving Credit Loans from the Lender outstanding from time to time (the “Outstanding Principal”) in accordance with the provisions of the Loan Agreement, plus interest from the date of disbursement of each Revolving Credit Loan (the “Interest Rate”) that is the greater of (i) 1.5% of the gross daily receipts generated from the New Bitcoin ATM Machines, whether from the New Crypto Inventory purc
THIRD AMENDMENT TO SENIOR SECURED LOAN AGREEMENTSenior Secured Loan Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS THIRD AMENDMENT TO SENIOR SECURED LOAN AGREEMENT (this “Amendment”) is made and entered into as of October 16, 2023 (the “Third Amendment Effective Date”) by and among, on the one hand, ATHENA BITCOIN GLOBAL, ATHENA BITCOIN, INC., ATHENA HOLDINGS EL SALVADOR SA DE CV (collectively, the “Borrower Parties”) and, on the other hand, KGPLA HOLDINGS LLC, its successors and/or assigns (the “Lender”, and together with the Borrower Parties, each a “Party” and, collectively, the “Parties”), amending that certain Senior Secured Loan Agreement dated May 15, 2023, as amended by that certain First Amendment dated June 6, 2023 and that certain Second Amendment dated July 27, 2023 (the “Loan Agreement”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Loan Agreement.
ContractConsulting Agreement • February 10th, 2022 • Athena Bitcoin Global • Finance services
Oral Contract by and between AdvisoryFX LLC and Athena Bitcoin, Inc. entered into as of March 1, 2016, and amended as of January 30, 2020 to include Athena Bitcoin Global, as the party (collectively, Athena Bitcoin, Inc. and Athena Bitcoin Global shall be referred to as the “Company”).
FIRST AMENDMENT TO VOTING AGREEMENTVoting Agreement • December 3rd, 2021 • Athena Bitcoin Global • Finance services • Delaware
THIS FIRST AMENDMENT TO VOTING AGREEMENT (this “Amendment”) to that certain Voting Agreement dated January 31, 2020 (the “Voting Agreement”) is made and entered into as of the date last written below (the “Effective Date”), by and among Athena Bitcoin Global (f/k/a GamePlan, Inc.), a Nevada corporation (“Company”), KGPLA Holdings, LLC, a Delaware limited liability company (“Lead Investor”), and Eric Gravengaard (“Key Holder”). Company, Lead Investor and Key Holder are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Voting Agreement.
ContractSimple Agreement for Future Tokens • December 3rd, 2021 • Athena Bitcoin Global • Finance services
THE OFFER AND SALE OF THIS SECURITY INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS SECURITY MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
SECOND AMENDMENT TO SENIOR SECURED LOAN AGREEMENTSenior Secured Loan Agreement • November 13th, 2023 • Athena Bitcoin Global • Finance services • Florida
THIS SECOND AMENDMENT TO SENIOR SECURED LOAN AGREEMENT (this “Amendment”) is made and entered into as of July 27, 2023 (the “Second Amendment Effective Date”) by and among, on the one hand, ATHENA BITCOIN GLOBAL, ATHENA BITCOIN, INC., ATHENA HOLDINGS EL SALVADOR SA DE CV (collectively, the “Borrower Parties”) and, on the other hand, KGPLA HOLDINGS LLC, its successors and/or assigns (the “Lender”, and together with the Borrower Parties, each a “Party” and, collectively, the “Parties”), amending that certain Senior Secured Loan Agreement dated May 15, 2023 (the “Loan Agreement”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Loan Agreement.
