SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 21st, 2006 • Spectre Gaming Inc • Services-telephone interconnect systems • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 17, 2006 among Spectre Gaming, Inc., a Minnesota corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
VARIABLE RATE CONVERTIBLE DEBENTURE DUE FEBRUARY 18, 2009Convertible Security Agreement • August 21st, 2006 • Spectre Gaming Inc • Services-telephone interconnect systems • New York
THIS VARIABLE RATE CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Variable Rate Convertible Debentures of Spectre Gaming, Inc., a Minnesota corporation, having its principal place of business at 14200 23rd Avenue North, Minneapolis, Minnesota 55447 (the “Company”), designated as its Variable Rate Convertible Debenture due February 18, 2009 (this debenture, the “Debenture” and, collectively with the other such series of debentures, the “Debentures”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 21st, 2006 • Spectre Gaming Inc • Services-telephone interconnect systems
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 17, 2006, among Spectre Gaming, Inc., a Minnesota corporation (the “Company”) and the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT To Purchase _____ Shares of Common Stock of SPECTRE GAMING, INC.Security Agreement • August 21st, 2006 • Spectre Gaming Inc • Services-telephone interconnect systems
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Spectre Gaming, Inc., a Minnesota corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of common stock, par value $.01 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
