REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
This Agreement is made pursuant to the several Securities Purchase Agreements, dated as of the date hereof, between the Company and each Purchaser (with respect to each Purchaser, the “Purchase Agreements”).
COMMON STOCK PURCHASE WARRANT GAMING TECHNOLOGIES, INC.Security Agreement • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Puritan Partners LLC, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Gaming Technologies, Inc., a Delaware corporation (the “Company”), up to 727,273 shares of common stock, of the Company (the “Common Stock”) (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
10% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE NOTE DUE NOVEMBER 18, 2022Convertible Security Agreement • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
THIS 10 % ORIGINAL ISSUE DISCOUNT SENIOR SECURED NOTE is one of a series of duly authorized and validly issued 10 % Original Issue Discount Senior Secured Convertible Notes of Gaming Technologies, Inc., a Delaware corporation (the “Company”), having its principal place of business at Two Summerlin, Las Vegas, NV 89135, designated as its 10% Original Issue Discount Senior Secured Convertible Note due November 18, 2022 (this Note, the “ Note ” and, collectively with the other Notes of such series, the “ Notes”). The Notes shall be convertible into shares of common stock of in the Company on the terms provided herein.
SECURITY AGREEMENTSecurity Agreement • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
SECURITY AGREEMENT, dated as of November 18, 2021 (this “Agreement”), between Gaming Technologies, Inc., a Delaware corporation (“Gaming Technologies” or the “Company” or the “Debtors”) and the holders of the Company’s 10% Senior Secured Notes due November 18, 2022 in aggregate principal amount of up to $1,666,666.67 (the “Notes”), signatory hereto, its endorsees, transferees and assigns (individually referred to as, the “Secured Party” and collectively referred to as, the “Secured Parties”) and Puritan Partners, as Secured Party and Collateral Agent for the Secured Parties (the “Collateral Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
This Shares Purchase Agreement (this “Agreement”) is dated as of August __, 2021, between Gaming Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto the “Purchaser”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as November 18, 2021, between Gaming Technologies, Inc., a Delaware corporation whose principal place of business is located at Two Summerlin, Las Vegas, NV 89135 (the “Company”) and the Purchaser identified on the signature pages hereto (including their successors and assigns, the “Purchaser”).
CONSULTING AGREEMENTConsulting Agreement • February 3rd, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • Delaware
This CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of 21st OCT 2020 (the “Effective Date”), by and between Dito Inc, a Delaware corporation (the “Company”), and John Cummins (“Consultant acting as Advisor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 22nd, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • New York
This Shares Purchase Agreement (this “Agreement”) is dated as of November ___, 2022, between Gaming Technologies, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (the “Purchaser”).
Restricted Stock Award AgreementRestricted Stock Award Agreement • October 26th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
This Restricted Stock Award Agreement (this "Agreement") is made and entered into as of [DATE] (the "Grant Date") by and between Gaming Technologies, Inc., a Delaware corporation (the "Company") and [EMPLOYEE NAME] (the "Grantee").
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 4th, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • New York
Gaming Technologies, Inc., a Delaware corporation (the “Company”) and Puritan Partners LLC, a New York limited liability corporation, (the “Lender”) are parties to certain indebtedness evidenced by a 10% Original Discount Senior Secured Convertible Note due November 18, 2022. In order to induce Lender to permit the Company to enter into a subordinated unsecured loan in an amount not to exceed $277,778 to ___________________________ (“Subordinated Lender”), the parties hereby agree as follows. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Securities Purchase Agreement dated November 18, 2021 by and between the Company and Lender.
Share Exchange Agreement for the purchase of the entire issued share capital of Dito UK LimitedShare Exchange Agreement • November 10th, 2020 • Dito, Inc. • Services-prepackaged software • Delaware
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 22nd, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • New York
This Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of November ___, 2022, between Gaming Technologies, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto the “Purchaser”).
Security AgreementSecurity Agreement • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
DITO, INC. CONSULTING AGREEMENTConsulting Agreement • November 10th, 2020 • Dito, Inc. • Services-prepackaged software • New York
This Consulting Agreement (the “Agreement”), made this 3rd day of August, 2020, is entered into by Dito, Inc., a Delaware corporation (the “Company”), and Montrose Capital Partners Limited, a corporation formed under the laws of the United Kingdom with its principal place of business at 32-33 St. James’s Place, London SW1A 1NR (the “Consultant”).
ContractAgreement for the Provision of Online Gaming Management and Consulting Services • October 26th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
ContractPromissory Note • April 14th, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • Nevada
NOTWITHSTANDING ANYTHING IN THIS NOTE TO THE CONTRARY, THIS NOTE AND THE RIGHTS OF THE NOTEHOLDER HEREUNDER ARE SUBJECT TO, AND ARE MODIFIED TO THE EXTENT PROVIDED IN, THE SUBORDINATION AGREEMENT OF EVEN DATE HEREWITH AMONG THE BORROWER, THE NOTEHOLDER AND PURITAN PARTNERS LLC.
LOAN AGREEMENTLoan Agreement • May 4th, 2022 • Gaming Technologies, Inc. • Services-prepackaged software • Nevada
This LOAN AGREEMENT (for Unsecured Credit Facility), dated as of April 26, 2022 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among Gaming Technologies, Inc. a Delaware corporation (the “Borrower”), on the one hand, and ___________________, on the other hand (the “Lender”). Collectively, the Borrower and the Lender shall be referred to as the “Parties.”
Online Gaming Management and Consulting Services Agreement. AGREEMENT FOR THE PROVISION OF ONLINE GAMING MANAGEMENT AM) CONSULTING SERVICES. This Agreement for the Provision of Online Gaining Management and Consulting Services (this "Agreement") is...Online Gaming Management and Consulting Services Agreement • April 15th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 19th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • New York
GUARANTEE, dated as of November 18, 2021, made by Gaming Technologies Limited an English corporation, the “Guarantor”), in favor of Puritan Partners LLC ( the "Purchaser").
ContractContract for the Provision of Online Gaming Management and Consulting Services • April 15th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
AGREEMENT TO MODIFY THE CONTRACT FOR THE PROVISION OF ONLINE GAMING MANAGEMENT AND CONSULTING SERVICES DATED NOVEMBER 13 , 2020 CELEBRATED BY COMERCIAL DE JUEGOS DE LA FRONTERA, S . A . DE C . V . (HEREIN, "PERMIT HOLDER") AND GAMING TECHNOLOGIES, INC . , PREVIOUSLY DITO, INC . (HEREIN, "MANAGER" AND JOINTLY WITH THE PERMISSIONARY, WILL BE NAMED AS THE PARTIES) UNDER THE FOLLOWING BACKGROUND, DECLARATIONS AND CLAUSES : CONVENIO MODIFICATORIO DEL CONTRATO DE PRESTACION DE SERVICIOS DE ADMINISTRACION Y CONSULTORIA PARA JUEGO EN LiNTEA DE FECHA 13 DE NOVIEMBRE DE 2020 QUE CELEBRANT COMERCIAL DE JUEGOS DE LA FRONTERA, S . A . DE C . V . (EN LO SUCESIVO, "LA PERMISIONARIA") Y GAMING TECHNOLOGIES, INC . , ANTES DITO, INC . (EN LO SUCESIVO, "LA ADMINISTRADORA" Y DE MANERA CONJUNTA CON LA PERMISIONARIA, SERAN DENOMINADAS COMO LAS PARTES) AL TENOR DEL ANTECEDENTE, DECLARACIONES Y CLAUSULAS SIGUIENTES : ANTECEDENTES BACKGROUND SINGLE . - On November 13 , 2020 , THE PARTIES entered into a CONTRAC
Certain information identified by [***] has been omitted from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. SPONSORSHIP AGREEMENTSponsorship Agreement • August 16th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • California
SA HOLIDAY, INC, owner of Saul Alvarez Barragan or Canelo (“TALENT”)’s personality rights, having its principal place of business at [***], USA (the “COMPANY ”) AND Gaming Technologies, Inc. owner of VALE (“BRAND”)´s rights, having its registered office at 413W 14TH ST, New York, NY 10014, USA. (“CLIENT”), (the COMPANY, TALENT , BRAND and CLIENT together the “Parties” and each a “Party”).
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSSecurities Purchase Agreement • April 14th, 2022 • Gaming Technologies, Inc. • Services-prepackaged software
This Amendment to Securities Purchase Agreements (this “Amendment”) is dated as of April 6, 2022, between Gaming Technologies, Inc. (f.k.a. Dito, Inc.), a Delaware corporation (the “Company”), and _________________________ (the “Purchaser”).
Certain information identified by [***] has been omitted from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. LICENSE AGREEMENTLicense Agreement • August 16th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software • California
This License Agreement (“Agreement”) is made and entered into as of the date of last signature below (“Effective Date”) by and between:
AGREEMENTSecurities Purchase Agreement • November 22nd, 2022 • Gaming Technologies, Inc. • Services-prepackaged software
AGREEMENT, dated as of November 8, 2022 (this “Agreement”), by and between Puritan Partners LLC, a New York limited liability company (“Puritan Partners”) and Gaming Technologies, Inc., a Delaware corporation (the “Company”), having its principal place of business at Two Summerlin, Las Vegas, NV 89135. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Securities Purchase Agreement, dated as of November 18, 2021 by and between Puritan Partners and the Company (the “Securities Purchase Agreement”).
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSSecurities Purchase Agreement • May 4th, 2022 • Gaming Technologies, Inc. • Services-prepackaged software
This Amendment to Securities Purchase Agreements (this “Amendment”) is dated as of April 26, 2022, between Gaming Technologies, Inc., a Delaware corporation (the “Company”), and ____________________ (the “Purchaser”).
Borosh Consulting, LLC dba Clear Financial Solutions Helping You Do More of What You Do Well!Cfo Services Agreement • October 26th, 2021 • Gaming Technologies, Inc. • Services-prepackaged software
