EXHIBIT 10.3 NEITHER THIS WARRANT NOR THE UNDERLYING SHARES OF COMMON STOCK HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER ANY STATE SECURITIES LAWS. ANY OFFER TO SELL OR TRANSFER, OR THE SALE OR TRANSFER OF...Warrant Agreement • March 18th, 2005 • Gaming & Entertainment Group Inc • Services-business services, nec • Nevada
EXHIBIT 10.3Employment Agreement • March 3rd, 2005 • Gaming & Entertainment Group Inc • Services-business services, nec • Nevada
RECITALSConsulting Agreement • March 18th, 2005 • Gaming & Entertainment Group Inc • Services-business services, nec • Nevada
BILL OF SALEBill of Sale • February 22nd, 2006 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
This BILL OF SALE (this "Bill of Sale"), dated as of February 15, 2006, by and between Gaming & Entertainment Group, Inc., a Utah corporation, and Gaming & Entertainment Technology Pty Limited, an Australian corporation (together, "Seller"), in favor of Cantor G&W (Nevada), L.P., a Delaware limited partnership ("Purchaser"). Capitalized terms used herein without definition shall have the meanings assigned to them in the Asset Purchase Agreement (as defined below).
EXHIBIT 10.1Employment Agreement • March 3rd, 2005 • Gaming & Entertainment Group Inc • Services-business services, nec • Nevada
1 Exhibit 99.1 CONSULTING AGREEMENT THIS AGREEMENT (the "Agreement"), is made and entered into as of this 8th day of November, 2000, by and between Carolyn O'Brien, with an address of 270 N.W. 3rd Court, Boca Raton, Florida ("Consultant") and NORSTAR...Consulting Agreement • November 9th, 2000 • Norstar Group Inc • Services-business services, nec • Florida
July 17, 2002 Norstar Group, Inc. Mr. Harry DiFrancesco 4101 Ravens Wood Rd. Suite 128 Ft. Lauderdale Florida 33312 Re: Retainer for Legal Representation Dear DiFrancesco: This letter sets forth our understanding whereby Norstar Group, Inc.,...Retainer Agreement • July 30th, 2002 • Norstar Group Inc • Services-business services, nec
Maturity Date: December 8, 2009 FOR VALUE RECEIVED, Gaming & Entertainment Group, Inc., a corporation organized and existing under the laws of the State of Utah, (along with all of its affiliates and subsidiaries collectively, the "Company"), promises...Senior Secured Note • December 9th, 2004 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
andSoftware Development and License Agreement • December 9th, 2004 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
Exhibit 10.4 CONSULTING AGREEMENT THIS AGREEMENT (the "Agreement"), is made and entered into as of this 25th day of July 2002, by and between Isabel Hall, with an address of 6 Lacets, Apt. 142, St. Leon, MC9800, Monaco ("Consultant") and NORSTAR...Consulting Agreement • July 30th, 2002 • Norstar Group Inc • Services-business services, nec • Florida
1 EXHIBIT 99.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (hereinafter referred to as the "Agreement") is made this 13th day of November, 2000, by and between NORSTAR GROUP, INC. (hereinafter referred to as the "Corporation"), a Utah corporation,...Employment Agreement • November 21st, 2000 • Norstar Group Inc • Services-business services, nec • Georgia
EXECUTION COPY AMENDED AND RESTATED SOURCE CODE ESCROW AGREEMENT This Amended and Restated Agreement dated as of December 8, 2004 (this "Agreement") is entered into by Gaming & Entertainment Group, Inc., a Utah corporation ("Licensor"), located at...Source Code Escrow Agreement • December 9th, 2004 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
EXHIBIT 10.4Lease Agreement • March 3rd, 2005 • Gaming & Entertainment Group Inc • Services-business services, nec • Utah
EXHIBIT 99.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (hereinafter referred to as the "Agreement") is made this 13th day of November, 2000, by and between NORSTAR GROUP, INC. (hereinafter referred to as the "Corporation"), a Utah corporation,...Employment Agreement • November 21st, 2000 • Norstar Group Inc • Services-business services, nec • Georgia
Exhibit 10.6 AMENDMENT NO. 1 TO SECURITY AGREEMENT This Amendment No. 1 (this "Amendment") to the Security Agreement, dated as of August 31, 2004 (the "Security Agreement"), by and among Gaming & Entertainment Group, Inc., a Utah corporation, Gaming &...Security Agreement • February 22nd, 2006 • Gaming & Entertainment Group Inc • Services-business services, nec
RECITALSAsset Purchase Agreement • February 22nd, 2006 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
AGREEMENT AMONG SHAREHOLDERS OF VEEARE CITY THE BURBS.COM, INC.Shareholder Agreement • December 7th, 1999 • Norstar Group Inc • Delaware
OF GAMING & ENTERTAINMENT GROUP, INC.Equity Warrant • February 22nd, 2006 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
COMMON STOCK OPTION NORSTAR GROUP, INC. (a Utah Corporation) FOR VALUE RECEIVED, NORSTAR GROUP, INC. (the "Company") hereby grants to Wilbur Stakes (the "Holder"), subject to the terms and conditions hereinafter set forth, the option to purchase an...Common Stock Option Agreement • April 24th, 2000 • Norstar Group Inc • Services-business services, nec
by and betweenLoan Facility and Investment Agreement • December 9th, 2004 • Gaming & Entertainment Group Inc • Services-business services, nec
EXECUTION COPY OPTION AGREEMENT and IRREVOCABLE PROXY THIS OPTION AND IRREVOCABLE PROXY (this "Agreement") is made and entered into as of December 8, 2004, by and among Cantor G & W (Nevada), L.P., a Nevada limited partnership, or its assignee or...Option Agreement and Irrevocable Proxy • December 9th, 2004 • Gaming & Entertainment Group Inc • Services-business services, nec • New York
