0001193125-07-200729 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 13th, 2007 • Progressive Gaming International Corp • Miscellaneous manufacturing industries • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of August 13, 2007, among Progressive Gaming International Corporation, a Nevada corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 13th, 2007 • Progressive Gaming International Corp • Miscellaneous manufacturing industries • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of August 13, 2007, by and among Progressive Gaming International Corporation, a Nevada corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).

AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Agreement and Plan of Merger and Reorganization • September 13th, 2007 • Progressive Gaming International Corp • Miscellaneous manufacturing industries

This AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Amendment”) is made and entered into as of September 30, 2005 among MIKOHN GAMING CORPORATION, a Nevada corporation doing business as Progressive Gaming International Corporation (“PGIC”), VIKING ACQUISITION SUB, INC., a Delaware corporation and a wholly owned subsidiary of PGIC (“Merger Sub I”), VIKING MERGER SUBSIDIARY, LLC, a Delaware limited liability company (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”) and VIRTGAME CORP., a Delaware corporation (“VirtGame”).

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