6,200,000 Shares YOUBET.COM, INC. Common Stock PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 21st, 2006 • Youbet Com Inc • Services-miscellaneous amusement & recreation • New York
Youbet.com, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell up to an aggregate of 6,200,000 shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) to certain investors (each an “Investor” and, collectively, the “Investors”). The Company desires to engage ThinkEquity Partners LLC (the “Placement Agent”) as its exclusive placement agent as set forth herein in connection with such issuance and sale. The Shares are more fully described in the Registration Statement (as hereinafter defined).
