AGREEMENT
Exhibit 10.6(A)
AGREEMENT
This Agreement (the “Agreement”) is made and entered into as of April 13, 2011, among American Wagering, Inc., a Nevada corporation (“AWI”), Xxxxxxx Xxxx Holdings Limited, a private limited company formed under the laws of England and Wales (“Xxxxxxx Xxxx”) and Xxxxxx X. Xxxxxxx (“Xxxxxxx”).
WHEREAS, AWI and Xxxxxxx previously entered into that certain Employment Agreement dated as of June 28, 2002 (as amended to date, the “Employment Agreement”);
WHEREAS, pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”) among Xxxxxxx Xxxx, AW Sub Co., a Nevada corporation and an indirect wholly-owned subsidiary of Xxxxxxx Xxxx (“Merger Sub”), AWI, and solely for purposes of Section 8.15 thereof, the stockholders set forth on the signature pages thereto, it is contemplated that Merger Sub will merge with and into AWI with AWI as the surviving corporation (the “Transaction”); and
WHEREAS, in order to induce the parties to the Merger Agreement to enter into the Merger Agreement and to consummate the Transaction, AWI, Xxxxxxx Xxxx and Xxxxxxx desire to provide that, subject to the consummation of the Transaction, and simultaneously therewith, the Employment Agreement shall be terminated, all the terms thereof shall be null and void and Xxxxxxx shall not be entitled to any payments, benefits or other rights thereunder.
NOW THEREFORE, on the basis of the foregoing premises and in consideration of the mutual covenants and agreements contained herein, the parties hereto agree as follows:
1. AWI, Xxxxxxx Xxxx and Xxxxxxx agree that subject to the consummation of the Transaction, and simultaneously therewith, the Employment Agreement shall be terminated, all the terms thereof shall be null and void and Xxxxxxx shall not be entitled to any payments, benefits or other rights thereunder.
[signatures on next page]
IN WITNESS WHEREOF, the AWI, Xxxxxxx Xxxx and Xxxxxxx have duly executed this Agreement as of the date first above written.
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XXXXXXX XXXX HOLDINGS LIMITED | ||
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By: |
/s/ Xxxx Xxxxxx | |
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Name: |
Xxxx Xxxxxx |
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Title: |
President and Treasurer |
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AMERICAN WAGERING, INC. | ||
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By: |
/s/ Xxxxxx Xxxxxxx | |
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Name: |
Xxxxxx Xxxxxxx |
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Title: |
CEO |
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/s/ Xxxxxx Xxxxxxx | |
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Xxxxxx X. Xxxxxxx | |
