0001493152-18-010368 Sample Contracts

AT THE MARKET OFFERING AGREEMENT July 23, 2018
At the Market Offering Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York

MGT Capital Investments, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “Manager”) as follows:

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MGT CAPITAL INVESTMENTS, INC. FORM OF WARRANT AGREEMENT
Warrant Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York

WARRANT AGREEMENT (this “Agreement”), dated as of [ ] between MGT CAPITAL INVESTMENTS, INC., a Delaware corporation (the “Company”) and [ ], a [corporation] [national banking association] organized and existing under the laws of [ ] and having a corporate trust office in [ ], as warrant agent (the “Warrant Agent”).

MGT CAPITAL INVESTMENTS, INC. AND ____________, AS UNIT AGENT FORM OF UNIT AGREEMENT DATED AS OF , 20__ MGT CAPITAL INVESTMENTS, INC. FORM OF UNIT AGREEMENT
Unit Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York

THIS UNIT AGREEMENT (this “Agreement”), dated as of , 20__, between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and __________, a [corporation] [national banking association] organized and existing under the laws of __________ and having a corporate trust office in __________, as unit agent (the “Unit Agent”).

FORM OF RIGHTS AGREEMENT
Rights Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York

This Rights Agreement (the “Agreement”), made and entered into as of this day of _________ 20__, by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and [ ] (the “Rights Agent”),

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