HYDRA INDUSTRIES ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of October 24, 2014Warrant Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 24, 2014, is by and between Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
Hydra Industries Acquisition Corp. 250 West 57th Street, 30th Floor New York, NY 10107Securities Subscription Agreement • August 19th, 2014 • Hydra Industries Acquisition Corp. • New York
We are pleased to accept the offer Hydra Industries Sponsor LLC (the “Subscriber” or “you”) has made to purchase 2,220,000 shares of common stock (the “Shares”), par value $0.0001 per share (the “Common Stock”), up to 243,750 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of units of Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 19th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [_______], 2014, is made and entered into by and among Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), Hydra Industries Sponsor LLC (“Hydra Sponsor”), MIHI LLC (“MIHI” and collectively with Hydra Sponsor, the “Sponsors”), A. Lorne Weil, Martin E. Schloss (Mr. Schloss, collectively with the Sponsors and Mr. Weil, the “Private Placement Warrant Purchasers”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsors, the Private Placement Warrant Purchasers and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INDEMNITY AGREEMENTIndemnification Agreement • December 30th, 2016 • Inspired Entertainment, Inc. • Services-prepackaged software • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December __, 2016, by and between HYDRA INDUSTRIES ACQUISITION CORP., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
INDEMNITY AGREEMENTIndemnification Agreement • September 19th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2014, by and between HYDRA INDUSTRIES ACQUISITION CORP., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
Rights Agreement Dated as of August 13, 2017Rights Agreement • August 14th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software • Delaware
This RIGHTS AGREEMENT, dated as of August 13, 2017 (this “Agreement”), is by and between Inspired Entertainment, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company (the “Rights Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of October 24, 2014 by and between Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 24, 2014, is made and entered into by and among Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), Hydra Industries Sponsor LLC (“Hydra Sponsor”), MIHI LLC (“MIHI” and collectively with Hydra Sponsor, the “Sponsors”), A. Lorne Weil, Martin E. Schloss (Mr. Schloss, collectively with the Sponsors and Mr. Weil, the “Private Placement Warrant Purchasers”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsors, the Private Placement Warrant Purchasers and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
Hydra Industries Acquisition Corp. 8,000,000 Units ($10.00 per Unit) Underwriting AgreementUnderwriting Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
RIGHTS AGREEMENTRights Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of October 24, 2014 between Hydra Industries Acquisition Corp., a Delaware corporation, with offices at 3 Columbus Circle, 16th Floor, New York, New York 10019 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Rights Agent”).
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • Delaware
THIS WARRANT PURCHASE AGREEMENT, dated as of October 24, 2014 (as it may from time to time be amended and including all schedules referenced herein, this “Agreement”), is entered into by and between Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and each of the purchasers that are signatories hereto (each, a “Purchaser” and collectively, the “Purchasers”).
Dated JULY 6, 2010 and Service AgreementService Agreement • May 8th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software
ContractExpense Advancement Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
THIS EXPENSE ADVANCEMENT AGREEMENT (this “Agreement”), dated as of October 24, 2014, is made and entered into by and among Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and Hydra Industries Sponsor LLC and MIHI LLC (collectively, the “Sponsors”).
EMPLOYMENT CONTRACTEmployment Contract • August 8th, 2024 • Inspired Entertainment, Inc. • Services-prepackaged software • England and Wales
Hydra Industries Acquisition Corp. October 24, 2014Underwriting Agreement • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) proposed to be entered into by and between Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and UBS Securities LLC, as representative of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 8,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (each, a “Right”) and one warrant (each, a “Warrant”). Each Right entitles the holder thereof to receive one-tenth (1/10) of one share of Common Stock upon the Company’s completion of a Business Combination (as defined below). Each Warrant entitles the holder thereof to purchase one-half of one share of the Common Stock at a price of $5.75 per half share, subject to adjustment. The Uni
To: Lucid Agency Services Limited, as agent under the Facilities Agreement (the “Agent”) 6th Floor, No 1 BuildingAmendment to the Extended Grace Period Letter Agreement • June 25th, 2020 • Inspired Entertainment, Inc. • Services-prepackaged software • England
INSPIRED ENTERTAINMENT, INC.Restricted Stock Unit Award Agreement • May 10th, 2019 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is entered into as of January 28, 2019 (the “Grant Date”), and is between Inspired Entertainment, Inc., a Delaware corporation (the “Company”), and [PARTICIPANT NAME] (the “Participant”), an employee of the Company or one of its subsidiaries. Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Inspired Entertainment, Inc. 2018 Omnibus Incentive Plan (the “Plan”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 8th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This Employment Agreement, dated January 16, 2017 (this “Agreement”), is entered into by and between INSPIRED ENTERTAINMENT, INC., a Delaware corporation (the “Company”), and A. LORNE WEIL, having an address at 15 East 91st Street, Apartment 12B, New York, NY 10128 (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 13th, 2020 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This Employment Agreement, dated as of October 9, 2020 (this “Agreement”), is entered into by and between INSPIRED ENTERTAINMENT, INC., a Delaware corporation (the “Company”), and A. LORNE WEIL (the “Executive”).
WITHOUT PREJUDICE Dated 21 September 2017 Inspired Gaming (UK) Ltd - and - David G Wilson SETTLEMENT AGREEMENTSettlement Agreement • December 4th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software • England
EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2021 • Inspired Entertainment, Inc. • Services-prepackaged software • England and Wales
This Employment Agreement, binding as of the date of the last signature affixed below (the “Agreement”), is entered into by and between INSPIRED GAMING (UK) LIMITED incorporated and registered in England and Wales with company number 03565640 whose registered office is at First Floor, 107 Station Street, Burton on Trent Staffs DA14 1SZ and CARYS DAMON (“Executive”).
Article 1. Definitions and Incorporation by Reference Section 1.01 Definitions 1 Section 1.02 Other Definitions 36 Section 1.03 Rules of Construction 36 Article 2. The Notes Section 2.01 Form and Dating 37 Section 2.02 Execution and Authentication 38...Indenture • May 20th, 2021 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
INDENTURE dated as of May 20, 2021, among Inspired Entertainment (Financing) PLC, a public limited company incorporated under the laws of England and Wales, having its registered office at First Floor, 107 Station Street, Burton On Trent, Staffs, DE14 1SZ, United Kingdom as the Issuer, the Guarantors (as defined herein), GLAS Trustees Limited as Trustee, GLAS Trust Corporation Limited as Security Agent and GLAS Trust Company LLC as Paying Agent, Transfer Agent and Registrar.
Subscription AgreementSubscription Agreement • December 21st, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
4,500,000 Shares INSPIRED ENTERTAINMENT, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT January 17, 2018Underwriting Agreement • January 19th, 2018 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Inspired Entertainment, Inc. (f/k/a Hydra Industries Acquisition Corp.), a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley (the “Underwriters”), of shares (the “Shares”) of common stock, par value $0.0001 per share, of the Company (the “Common Stock”).
To: Lucid Agency Services Limited, as agent under the Facilities Agreement (the “Agent”) 6th Floor, No 1 BuildingExtended Grace Period Letter Agreement • April 7th, 2020 • Inspired Entertainment, Inc. • Services-prepackaged software • England
Re: Agreement among SponsorsAgreement Among Sponsors • October 29th, 2014 • Hydra Industries Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being executed and delivered in connection with the proposed underwritten initial public offering (the “Public Offering”) by Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”) of units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (each, a “Right,” and together, the “Rights”) entitling the holder thereof to receive one-tenth of one share of Common Stock upon the Company’s completion of a Business Combination (as defined below) and one warrant (each, a “Warrant,” and together, the “Warrants”). The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) and the Company shall apply to have the Units listed on the NASDAQ Capital Market. Certain capitalized terms used herein are defin
Hydra Industries Acquisition Corp. 3 Columbus Circle 16th Floor New York, NY 10019Administrative Services Agreement • September 19th, 2014 • Hydra Industries Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the date the securities of Hydra Industries Acquisition Corp. (the “Company”) are first listed on the NASDAQ Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Lorne Weil, Inc., an affiliate of Hydra Industries Sponsor LLC, shall make available to the Company, at 3 Columbus Circle, New York, NY 10019 (or any successor location), certain office space, utilities, and general office, receptionist and secretarial support as may be reasonably required by the Company. In exchange therefor, the Company shall pay Lorne Weil, Inc. the sum of $10,000 pe
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 30th, 2016 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This Amendment No. 1 (this “Amendment”), dated as of October 27, 2016, to the Trust Agreement (as defined below) is made by and among Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company (the “Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.
NOTE PURCHASE AGREEMENT AND GUARANTY dated as of August 13, 2018 among GAMING ACQUISITIONS LIMITED, as Issuer INSPIRED ENTERTAINMENT, INC., as Holdings HOLDINGS AND CERTAIN SUBSIDIARIES OF THE ISSUER, as Guarantors, VARIOUS PURCHASERS, and CORTLAND...Note Purchase Agreement • August 14th, 2018 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This NOTE PURCHASE AGREEMENT AND GUARANTY, dated as of August 13, 2018, is entered into by and among GAMING ACQUISITIONS LIMITED, a limited liability company formed under the laws of England and Wales (the “Issuer”), INSPIRED ENTERTAINMENT INC., a corporation formed under the laws of Delaware (“Holdings”), HOLDINGS AND CERTAIN SUBSIDIARIES OF ISSUER, as Guarantors, the Purchasers party hereto from time to time, and CORTLAND CAPITAL MARKET SERVICES LLC, (“Cortland”), as Note Agent (together with its permitted successors in such capacity, the “Note Agent”) and as the Collateral Agent (together with its permitted successor in such capacity, the “Collateral Agent”).
INSPIRED ENTERTAINMENT, INC.Restricted Stock Unit Award Agreement • March 16th, 2023 • Inspired Entertainment, Inc. • Services-prepackaged software • New York
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is entered into as of February 14, 2022 (the “Grant Date”), and is between Inspired Entertainment, Inc., a Delaware corporation (the “Company”), and [PARTICIPANT NAME] (the “Participant”), an employee of the Company or one of its subsidiaries. Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Inspired Entertainment, Inc. 2021 Omnibus Incentive Plan (the “Plan”).
April 12, 2021 Dear Lorne: Re: Employment Agreement dated October 9, 2020 (“Employment Agreement”)Employment Agreement • May 14th, 2021 • Inspired Entertainment, Inc. • Services-prepackaged software
We refer to your Employment Agreement and the Special Long-Term Equity Grant set out in Section 6.a2 thereof. We are writing to clarify the settlement position of the Special Long-Term Equity Grant.
ContractExecutive Employment Agreement • January 17th, 2023 • Inspired Entertainment, Inc. • Services-prepackaged software
THIS SECOND ADDENDUM TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Second Addendum”) is entered into on January 12, 2023, by and between Inspired Entertainment Inc. (“Inspired” or the “Company”) and A. LORNE WEIL (“Executive”) (collectively, the “Parties”). Capitalized terms used herein but not otherwise defined shall have the respective meanings assigned to such terms in the Employment Agreement (as defined below)
Macquarie Letterhead]Share Sale Agreement • August 1st, 2016 • Hydra Industries Acquisition Corp. • Blank checks
Inspired Gaming UK Limited (Registered number 3565640) Staffordshire DE14 1SEService Agreement • May 8th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software
We refer to the Service Agreement and hereby propose that with immediate effect, the Service Agreement be amended to the extent that:
The following amendments to your employment agreement of December 14, 2016 (the ‘‘Agreement’’), are effective as of that date:Employment Agreement • December 29th, 2017 • Inspired Entertainment, Inc. • Services-prepackaged software
