FORM OF AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • September 24th, 2014 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [—], 2014 between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”), and [—] (“Indemnitee”). Capitalized terms not defined elsewhere in this Agreement are used as defined in Section 13.
Dave & Buster’s Entertainment, Inc. [ ] Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • May 26th, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
Certain stockholders of Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) named in Schedule II-A and Schedule II-B (the “Selling Stockholders”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to additional [ ] shares, with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule II-A and Schedule II-B pursuant to Section 2 (the “Optional Shares”), of Common Stock, par value $0.01 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • April 14th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.01 per share (the “Common Shares”), having an aggregate offering price of up to $75,000,000 on the terms set forth in this agreement (this “Agreement”).
DAVE & BUSTER’S ENTERTAINMENT, INC. and Computershare Trust Company, N.A., as Rights Agent RIGHTS AGREEMENT Dated as of March 18, 2020Rights Agreement • March 19th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
Rights Agreement, dated as of March 18, 2020 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as Rights Agent (the “Rights Agent”).
Dave & Buster’s Entertainment, Inc. [ ] Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • September 24th, 2014 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [ ] additional shares (the “Optional Shares”) of Common Stock, par value $0.01 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
CREDIT AGREEMENT DATED AS OF MAY 15, 2015, AMONG DAVE & BUSTER’S HOLDINGS, INC., AS HOLDINGS AND A GUARANTOR, DAVE & BUSTER’S, INC., AS THE BORROWER THE OTHER GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO,...Credit Agreement • May 18th, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
This Credit Agreement is entered into as of May 15, 2015, by and among Dave & Buster’s Holdings, Inc., a Delaware corporation (“Holdings”), Dave & Buster’s, Inc., a Missouri corporation, as the borrower (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, Swing Line Lender and/or L/C Issuer, Bank of America, N.A., as administrative agent as provided herein (the “Administrative Agent”), and Wells Fargo Bank, National Association, as syndication agent. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
THIRD AMENDMENT TO CREDIT AGREEMENT AND JOINDER AGREEMENTCredit Agreement • February 1st, 2024 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
CREDIT AGREEMENT, dated as of June 29, 2022 (this “Agreement”), among DAVE & BUSTER’S HOLDINGS, INC., a Delaware corporation (“Holdings”), DAVE & BUSTER’S, INC., a Missouri corporation (the “BorrowerD&B”), as Borrower Agent, the other Borrowers and Guarantors party hereto from time to time, the LENDERS party hereto from time to time, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent.
CREDIT AGREEMENT dated as of June 29, 2022 among DAVE & BUSTER’S HOLDINGS, INC., as Holdings, DAVE & BUSTER’S, INC., as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and...Credit Agreement • June 29th, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
CREDIT AGREEMENT, dated as of June 29, 2022 (this “Agreement”), among DAVE & BUSTER’S HOLDINGS, INC., a Delaware corporation (“Holdings”), DAVE & BUSTER’S, INC., a Missouri corporation (the “Borrower”), the other Guarantors party hereto from time to time, the LENDERS party hereto from time to time, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent.
EMPLOYMENT AGREEMENTEmployment Agreement • September 10th, 2024 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Texas
This Employment Agreement (this “Agreement”) is entered into on the 17th day of June, 2024 (the “Effective Date”), between Dave & Buster’s Management Corporation, Inc., a Delaware corporation (“D&B Management”), Dave & Buster’s Entertainment, Inc., a Delaware corporation (“D&B”), and Darin E. Harper (the “Employee”). D&B Management and D&B are collectively referred to herein as the “Company.” D&B Management, D&B and the Employee are collectively referred to herein as the “Parties”.
Dave & Buster’s Entertainment, Inc. 2014 Omnibus Incentive Plan NONQUALIFIED STOCK OPTION AWARD AGREEMENT (EMPLOYEE FORM)Nonqualified Stock Option Award Agreement • October 11th, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Award Agreement”) is made effective as of October 7, 2022 (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and _____________ (the “Participant”).
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 11th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
This Amended and Restated Credit Agreement is entered into as of August 17, 2017, by and among Dave & Buster’s Holdings, Inc., a Delaware corporation (“Holdings”), Dave & Buster’s, Inc., a Missouri corporation, as the borrower (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, Swing Line Lender and/or L/C Issuer, Bank of America, N.A., as administrative agent as provided herein (the “Administrative Agent”), and Wells Fargo Bank, National Association, as syndication agent. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
Dave & Buster’s Entertainment, Inc. RESTRICTED STOCK UNIT AGREEMENT (Time- Based)Restricted Stock Unit Agreement • September 7th, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AGREEMENT (this “Award Agreement”) is made effective as of June 29, 2022 (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and Christopher Morris (the “Participant”).
FIRST AMENDMENTCredit Agreement • July 15th, 2011 • Dave & Buster's Entertainment, Inc. • New York
CREDIT AGREEMENT (this “Agreement”), dated as of June 1, 2010, among GAMES INTERMEDIATE MERGER CORP., a Delaware corporation (to be merged with and into Dave & Buster’s Holdings, Inc., with Dave & Buster’s Holdings, Inc. as the surviving entity) (“Holdings”), GAMES MERGER CORP., a Missouri corporation (to be merged with and into Dave & Buster’s, Inc., with Dave & Buster’s, Inc. as the surviving entity) (the “Borrower”), 6131646 CANADA INC., a Canadian corporation (the “Canadian Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), GENERAL ELECTRIC CAPITAL CORPORATION, as documentation agent (in such capacity, the “Documentation Agent”), JPMORGAN CHASE BANK, N.A and JEFFERIES FINANCE LLC, as co-syndication agents (in such capacity, the “Co-Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.
Dave & Buster’s Entertainment, Inc. NONQUALIFIED STOCK OPTION AWARD AGREEMENT (EMPLOYEE FORM)Nonqualified Stock Option Award Agreement • September 18th, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Award Agreement”) is made effective as of [●] (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”).
DAVE & BUSTER’S, INC. as Issuer and the Guarantors from time to time party hereto 7.625% Senior Secured Notes due 2025 INDENTURE Dated as of October 27, 2020 U.S. Bank National Association, as Trustee and as Collateral AgentIndenture • October 27th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
INDENTURE dated as of October 27, 2020 among DAVE & BUSTER’S, INC. , a Missouri corporation (the “Issuer”), the Guarantors party hereto and U.S. Bank National Association, as trustee (in such capacity, the “Trustee”) and collateral agent (in such capacity, the “Collateral Agent”).
Dave & Buster’s Entertainment, Inc. 6,000,000 Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • February 2nd, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
Certain stockholders of Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) named in Schedule II-A and Schedule II-B (the “Selling Stockholders”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 6,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to additional 900,000 shares, with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule II-A and Schedule II-B pursuant to Section 2 (the “Optional Shares”), of Common Stock, par value $0.01 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
Amended and Restated Credit Agreement Dated as of August 17, 2017, among DAVE & BUSTER’S HOLDINGS, INC., as Holdings and a Guarantor, DAVE & BUSTER’S, INC., as the Borrower The Other Guarantors from time to time parties hereto, The Lenders from time...Credit Agreement • August 23rd, 2017 • Dave & Buster's Entertainment, Inc. • Retail-eating places • London
REGISTRATION RIGHTS AGREEMENT DATED AS OF AMONG DAVE & BUSTER’S ENTERTAINMENT, INC. AND THE STOCKHOLDERS PARTY HERETORegistration Rights Agreement • September 24th, 2012 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [ ], 2012, among Dave & Buster’s Entertainment, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the Persons named on the signature pages hereto (including any additional signatories to this Agreement after the date hereof, the “Stockholders”).
STOCKHOLDERS’ AGREEMENT DATED AS OF OCTOBER 9, 2014 AMONG DAVE & BUSTER’S ENTERTAINMENT, INC. AND THE STOCKHOLDERS PARTY HERETOStockholders' Agreement • December 17th, 2014 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
WHEREAS, in connection with underwritten initial public offering of Common Stock of the Company (the “Initial Public Offering”), it is the intention of the parties hereto to enter into this Agreement to govern Oak Hill’s rights with respect to the Company.
Dave & Buster’s Entertainment, Inc. 2014 Omnibus Incentive Plan (Performance Based Market Stock Units) MARKET STOCK UNIT AWARD AGREEMENTMarket Stock Unit Award Agreement • April 21st, 2021 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS MARKET STOCK UNIT AWARD AGREEMENT (this “Award Agreement”) is made effective as of _____ __, 2021 (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”).
Dave & Buster’s Entertainment, Inc. 2014 Omnibus Incentive Plan (Performance Based) RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • April 19th, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Award Agreement”) is made effective as of [●] (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”).
Dave & Buster’s Entertainment, Inc. (Performance Based) RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • September 7th, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Award Agreement”) is made effective as of June 29, 2022 (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and Christopher Morris (the “Participant”).
REGISTRATION RIGHTS AGREEMENT DATED AS OF OCTOBER 9, 2014 AMONG DAVE & BUSTER’S ENTERTAINMENT, INC. AND THE STOCKHOLDERS PARTY HERETORegistration Rights Agreement • December 17th, 2014 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of October 9, 2014, among Dave & Buster’s Entertainment, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the Persons named on the signature pages hereto (including any additional signatories to this Agreement after the date hereof, the “Stockholders”).
Dave & Buster’s Entertainment, Inc. RESTRICTED STOCK AWARD AGREEMENT (DIRECTOR FORM)Restricted Stock Award Agreement • September 18th, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Award Agreement”) is made effective as of [●] (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”).
STOCKHOLDERS’ AGREEMENT DATED AS OF AMONG DAVE & BUSTER’S ENTERTAINMENT, INC. AND THE STOCKHOLDERS PARTY HERETOStockholders' Agreement • August 28th, 2012 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
WHEREAS, in connection with underwritten initial public offering of Common Stock of the Company (the “Initial Public Offering”), it is the intention of the parties hereto to enter into this Agreement to govern Oak Hill’s rights with respect to the Company.
Dave & Buster’s Entertainment, Inc. NONQUALIFIED STOCK OPTION AWARD AGREEMENT (DIRECTOR FORM)Nonqualified Stock Option Award Agreement • September 18th, 2015 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Award Agreement”) is made effective as of [●] (the “Date of Grant”), between Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”).
COOPERATION AGREEMENTCooperation Agreement • December 22nd, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
This Cooperation Agreement (this “Agreement”), dated as of December 18, 2020, is entered into by and among Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”), James Chambers, an individual, and Hill Path Capital LP, a Delaware limited partnership (“Hill Path”).
SECOND AMENDMENT AND CONSENT AND REVOLVING CREDIT COMMITMENT EXTENSION AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 27th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
SECOND AMENDMENT AND CONSENT AND REVOLVING CREDIT COMMITMENT EXTENSION AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 16, 2020 and ratified and confirmed on October 20, 2020 (this “Second Amendment”) among DAVE & BUSTER’S, INC., a Missouri corporation (the “Borrower”), the Lenders party hereto (constituting 100% of the existing Lenders under the Credit Agreement, the “Consenting Lenders”) and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
SEVERANCE AGREEMENT AND RELEASESeverance Agreement • June 11th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Texas
This Severance Agreement and Release (this “Agreement”) is made and entered into by and between John P. Gleason (“Gleason”) and Dave & Buster’s Entertainment, Inc. (“D&B”) and Dave & Buster’s Management Corporation (“D&B Management”) (D&B and D&B Management are collectively referred to as the “Company”). Gleason and the Company are hereinafter collectively referred to as the “Parties.”
Re: Amendment to Interim CEO Letter AgreementInterim Ceo Letter Agreement • April 21st, 2022 • Dave & Buster's Entertainment, Inc. • Retail-eating places
This letter amends the September 21, 2021 letter agreement that set forth the terms of your appointment as Interim CEO (“September 21 Letter Agreement”). All terms used below shall have the same meaning as in the September 21 Letter Agreement.
TRANSITION AND SEPARATION AGREEMENT AND RELEASETransition and Separation Agreement • December 7th, 2021 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Texas
This Transition and Separation Agreement and Release (this “Agreement”) is made and entered into by and between Brian A. Jenkins (“Executive”) and Dave & Buster’s Entertainment, Inc. (“D&B”) and Dave & Buster’s Management Corporation (“D&B Management”) (D&B and D&B Management are collectively referred to as the “Company”). Executive and the Company are hereinafter collectively referred to as the “Parties.”
DAVE & BUSTER’S ENTERTAINMENT, INC. AMENDED AND RESTATED NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • September 24th, 2012 • Dave & Buster's Entertainment, Inc. • Retail-eating places • Delaware
THIS AMENDED AND RESTATED NONQUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), dated as of [•], 2012 (hereinafter referred to as the “Restatement Date”) is made by and between Dave & Buster’s Entertainment, Inc. (f/k/a Dave & Buster’s Parent, Inc.), a Delaware corporation (the “Company”) and the individual set forth on Exhibit A hereto (“Optionee”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 4th, 2024 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
CREDIT AGREEMENT, dated as of June 29, 2022 (this “Agreement”), among DAVE & BUSTER’S HOLDINGS, INC., a Delaware corporation (“Holdings”), DAVE & BUSTER’S, INC., a Missouri corporation ( “D&B”), as Borrower Agent, the other Borrowers and Guarantors party hereto from time to time, the LENDERS party hereto from time to time, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent.
CREDIT AGREEMENT DATED AS OF JULY 25, 2014, AMONG DAVE & BUSTER’S HOLDINGS, INC., AS HOLDINGS AND A GUARANTOR, DAVE & BUSTER’S, INC., AS THE BORROWER THE OTHER GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO,...Credit Agreement • September 8th, 2014 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
This Credit Agreement is entered into as of July 25, 2014, by and among Dave & Buster’s Holdings, Inc., a Delaware corporation (“Holdings”), Dave & Buster’s, Inc., a Missouri corporation, as the borrower (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, Swing Line Lender and/or L/C Issuer, and Jefferies Finance LLC, as administrative agent as provided herein (the “Administrative Agent”). All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
9,578,545 Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • May 6th, 2020 • Dave & Buster's Entertainment, Inc. • Retail-eating places • New York
Dave & Buster’s Entertainment, Inc., a Delaware corporation (the “Company”) proposes to issue and sell to Jefferies LLC (the “Underwriter”) an aggregate of 9,578,545 shares of its common stock, par value $0.01 per share (the “Firm Shares”) and, at the election of the Underwriter, up to an additional 1,436,781 of shares pursuant to Section 2 (the “Optional Shares”), of Common Stock, par value $0.01 per share, of the Company. The Firm Shares and the Optional Shares that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
