0001493152-16-013071 Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 2nd, 2016 • MGT Capital Investments Inc • Patent owners & lessors • New York

This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in MGT Capital Investments, Inc., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of up to One Million Three Hundred Fifty Thousand dollars ($1,350,000) of its shares of common stock, par value $0.001 per share (“Shares”), at a purchase price of Three dollars ($3.00) per Share (the “Purchase Price”).

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EXCHANGE AGREEMENT
Exchange Agreement • September 2nd, 2016 • MGT Capital Investments Inc • Patent owners & lessors • New York

THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of September 1, 2016, is made by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and the holder of certain Notes and Warrants (as defined herein) set forth on the signature page hereof (the “Holder”).

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