May 1, 2001 SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTTeam Sports Entertainment Inc • April 15th, 2003 • Services-management services • Texas
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to acquire units (the “Units”) at a price of $100.00 per unit, with each Unit consisting of four hundred (400) shares of the common stock of Logisoft Corp., a Delaware corporation (the “Company”), par value $.001 per share (the “Common Stock”), and one (1) common stock purchase warrant designated as the “A” warrant (the “Warrants”) (collectively the “Registrable Securities”). The “A” warrant included in each Unit, which is assessable, entitles the holder to purchase two hundred (200) shares of Common Stock at a purchase price of $1.00 per share. The “A” warrant expires on the earlier of (i) 5:00 p.m. Eastern Standard Time on the three (3) year anniversary of the date that the Securities and Exchange Commission declares effective a registration statement that registers the resale of the Common Stock issuable upon exercise of the “A” warrant under the Securities Act of 1933, as amended or (ii) seventy-two (72
SALES REPRESENTATIVE AGREEMENTSales Representative Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
THIS AGREEMENT (the “Agreement”) is made as the 14th day of April, 2003 (“Effective Date”), between TEAM RACING AUTO CIRCUIT, LLC, a Delaware limited liability company and a wholly owned subsidiary of TEAM SPORTS ENTERTAINMENT, INC, a Delaware corporation, having an office at 13801 Reese Blvd. West, Suite 150, Huntersville, North Carolina 28078 (“TRAC”), and Raycom Sports, a corporation (“Raycom”).
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG LOGISOFT CORP., JON PRITCHETT, M.E. DURSCHLAG, CHARLES JETER AND WILLIAM BRADSHAW, ROBERT STADEL, DAN NEPPL, CALE YARBOROUGH, GODLEY MORRIS GROUP, LLC, BRIAN LEAHY, LANCE LESLIE, RICHARD CLARK and...Agreement and Plan of Reorganization • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Delaware
PROMISSORY NOTE PURCHASE AGREEMENTPromissory Note Purchase Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
This PROMISSORY NOTE PURCHASE AGREEMENT is dated as of September 1, 2002 (this “AGREEMENT”) by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware corporation (the “COMPANY”), and the entities listed on EXHIBIT “A” hereto (each a “PURCHASER” and collectively, the “PURCHASERS”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Georgia
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 1st day of December, 2001 by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware Corporation (“TSPT”), and WILLIAM G. MILLER, an individual resident of the State of Georgia (the “Executive”), and is effective as of January 1, 2002 (the “Effective Date”).
MODIFICATION AGREEMENT (Modification of Maturity Date & Principal Amount)Modification Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
THIS MODIFICATION AGREEMENT is made effective April 15, 2003 by and between TEAM SPORTS ENTERTAINMENT, INC., a Delaware corporation, with its office and principal place of business at 13801 Reese Blvd., West Suite 150, Huntersville, North Carolina 28078 (“Borrower”); and , [complete the following as applicable] [a resident of the State of ] [an entity organized under the laws of the State of ] (“Lender”).
ESPN, Inc. AGREEMENTAgreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • New York
THIS AGREEMENT, dated as of, April 7, 2003, is between TEAM RACING AUTO CIRCUIT, LLC, a Delaware limited liability company located at 13801 Reese Boulevard West, Suite 150, Huntersville, North Carolina 28078 (“TRAC”), ESPN, INC., a Delaware corporation with offices at ESPN Plaza, Bristol, Connecticut 06010-7454 (“ESPN”) and ESPN Productions, Inc., a Delaware corporation with offices at ESPN Plaza, Bristol, Connecticut 06010-7454 (“Productions”).
MODIFICATION AGREEMENT (Modification of Maturity Date)Modification Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
WHEREAS, Borrower has previously executed and delivered to Lender a certain Senior Secured Convertible Promissory Note dated September 1, 2002, in the original aggregate principal amount of $ (the “Note”) pursuant to a Promissory Note Purchase Agreement dated as of September 1, 2002 (the “Purchase Agreement”) by and among the Borrower, the Lender and the other lenders listed on the signature pages thereto (collectively with the Lender, the “Lenders”), and the indebtedness evidenced by the Note being secured by a Security Agreement dated September 1, 2002 (the “Security Agreement”) by and among the Borrower, as grantor, and the Lenders, as secured parties. The Note, the Purchase Agreement and the Security Agreement and all other documents, instruments and agreements executed in connection therewith are referred to collectively as the “Loan Documents.” The term “Notes” refers to all senior secured convertible promissory notes issued by Borrower to the Lenders pursuant to the Purchase Agr
SECURITY AGREEMENTSecurity Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • North Carolina
WHEREAS, on the date hereof, the Grantor has executed secured convertible promissory notes, in favor of each of the Secured Parties in an aggregate principal amount of $2,500,000.00 (the “Note”), issued pursuant to the Promissory Note Purchase Agreement, dated as of the date hereof among the Grantor and the Secured Parties (the “Purchase Agreement”). In order to provide security for the payment of all of the obligations of the Grantor to the Secured Parties under the Notes, the Grantor has agreed to grant to the Secured Parties a continuing lien and security interest in all of the Grantor’s Assets (as defined below) and to execute this and such other security agreements and instruments as are necessary to grant such lien and security interest and enable the Secured Parties to perfect such security interest.
Maxx Motorsports, Inc. Greenville, SC 29615 AGREEMENTThis Agreement • April 15th, 2003 • Team Sports Entertainment Inc • Services-management services • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into effective as of May , 2001 by and between MAXX MOTORSPORTS, INC., a Delaware corporation with its principal place of business in Greenville, South Carolina (referred to herein as the “Company”) and ROBERT J. WUSSLER, a resident of Maryland (referred to herein as the “Wussler”).
