April 20, 2005 STRICTLY CONFIDENTIAL Las Vegas From Home.com Entertainment Inc. 1199 West Hastings Street, 6th Floor Vancouver, BC V6E 3T5 Attention: Mr. Bedo H. Kalpakian, Chairman Dear Sirs:Bought Deal Private Placement Agreement • June 30th, 2005 • Las Vegas From Home Com Entertainment Inc • Services-amusement & recreation services
Wellington West Capital Markets Inc. (“Wellington”) on its own behalf or on behalf of a syndicate of underwriters to be named (collectively, the “Underwriters”), hereby agrees to purchase for resale, on a “bought deal” underwritten basis, subject to reconfirmation and the rights of termination set forth herein, an aggregate of 12,308,000 subscription receipts (the “Offered Subscription Receipts”) of Las Vegas From Home.com Entertainment Inc. (the “Corporation”) at a price of $0.65 per Subscription Receipt (the “Issue Price”) for aggregate gross proceeds of $8,000,200. Pursuant to the terms hereof, the Underwriters will also have the option (the “Underwriters’ Option”), exercisable, in whole or in part, prior to the Closing Date (as hereinafter defined) to purchase for resale up to an additional 3,077,000 subscription receipts of the Corporation (the “Additional Subscription Receipts” and, together with the Offered Subscription Receipts, the “Subscription Receipts”) at any time prior to
LICENSE AND SETTLEMENT AGREEMENTLicense Agreement • June 30th, 2005 • Las Vegas From Home Com Entertainment Inc • Services-amusement & recreation services
THIS AGREEMENT entered into this _17th___day of ___February___, 2005 (“the Effective Date”), by and between 1st Technology LLC (hereinafter “Licensor”) and LasVegasFromHome.com Entertainment, Inc. (hereinafter “Licensee”).
LOAN AGREEMENTLoan Agreement • June 30th, 2005 • Las Vegas From Home Com Entertainment Inc • Services-amusement & recreation services
LAS VEGAS FROM HOME.COM ENTERTAINMENT INC., with offices at 600 – 1199 West Hastings Street, Vancouver, British Columbia, V6E 3T5 (hereinafter referred to as “Las Vegas”)
MODIFICATION TO “LICENSE AND SETTLEMENT AGREEMENT” OF FEBRUARY 17, 2005License and Settlement Agreement • June 30th, 2005 • Las Vegas From Home Com Entertainment Inc • Services-amusement & recreation services
This Modification is entered into this 6th day of May, 2005, by and between 1st Technology LLC (hereinafter “1st Technology”) and LasVegasFromHome.com Entertainment, Inc. (hereinafter “LVFH.com”).
International Interactive Ventures PO Box 35, Tefen Industrial Park Migdal Tefen, Israel, 24959 Attn: Andrew G. Szabo President Dear Andrew,Loan Agreement • June 30th, 2005 • Las Vegas From Home Com Entertainment Inc • Services-amusement & recreation services
Re: Loan Agreement dated June 15, 2004 between Las Vegas From Home.com Entertainment Inc. (“LVFH”) and International Interactive Ventures (“International”) (the “Loan Agreement”)
