DATED AS OF JANUARY 29, 2018Securityholders Agreement • March 5th, 2019 • PlayAGS, Inc. • Miscellaneous manufacturing industries • Nevada
This AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT dated as of January 29, 2018 (this “Agreement”), by and among APOLLO GAMING HOLDINGS, L.P., a Delaware limited partnership (the “Apollo Holder”), AP GAMING VOTECO, LLC, a Delaware limited liability company (“VoteCo”), and each other HOLDER that is a party hereto or who may become party to this Agreement from time to time in accordance with the provisions herein, and PLAYAGS, INC., a Nevada corporation, and formerly known as AP Gaming Holdco, Inc. (the “Company”), amends and restates in its entirety the Securityholders Agreement, dated as of April 28, 2014 (the “Original Agreement”), by and among the Apollo Holder, VoteCo, the Company and the other Holders thereto.
EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2019 • PlayAGS, Inc. • Miscellaneous manufacturing industries • Nevada
THIS EMPLOYMENT AGREEMENT is made as of this 21st day of October, 2018, by and between AGS, LLC, a Delaware limited liability company (“AGS” or the “Company”), and Nicholas Paul Kimokeo Akiona (“Executive”). The Company desires to continue employment with Executive and the Executive accepts employment on the following terms and conditions. This Agreement supersedes and replaces any previous agreements, express or implied, between the parties concerning employment including but not limited to Employment Agreement dated February 23, 2015.
EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2019 • PlayAGS, Inc. • Miscellaneous manufacturing industries • Nevada
THIS EMPLOYMENT AGREEMENT is made as of this 1st day of September, 2018, by and between AGS, LLC, a Delaware limited liability company (“AGS” or the “Company”), and SIGMUND LEE (“Executive”). The Company desires to continue employment with Executive and the Executive accepts employment on the following terms and conditions. This Agreement supersedes and replaces any previous agreements, express or implied, between the parties concerning employment including but not limited to both the Employment Agreement entered July 1, 2015 and the First Amendment to July 1, 2015 Employment Agreement dated January 14, 2016, except with regard to the final AIP Bonus payment referenced in Section 2 of the otherwise superseded First Amendment to July 1, 2015 Employment Agreement and except as to the written agreements executed by the Parties with respect to Executive’s equity shares in the Company.
STOCKHOLDERS AGREEMENT dated as of January 29, 2018 by and among PLAYAGS, INC., APOLLO GAMING HOLDINGS, L.P. and AP GAMING VOTECO, LLCStockholders Agreement • March 5th, 2019 • PlayAGS, Inc. • Miscellaneous manufacturing industries • Nevada
Term Section Affiliate Section 1.1 Agreement Preamble Apollo Group Section 1.1 Articles of Incorporation Section 1.1 beneficial ownership Section 1.1 Board of Directors Section 1.1 By-Laws Section 1.1 Change of Control Section 1.1 Claim Section 6.1 Controlled Affiliate Section 1.1 Controlled Entity Section 1.1 Corporation Preamble Covered Person Section 6.1 Entire Board Section 5.2(a) Equity Security Section 1.1 Exchange Act Section 1.1 Fair Market Value Section 1.1 Fund Indemnitors Section 6.6 Governmental Entity Section 1.1 Hedging Obligation Section 1.1 Holdings Preamble Indebtedness Section 1.1 Information Section 4.1 IPO Section 1.1 IPO Registration Statement Recitals Lien Section 1.1 Minimum Condition Section 1.1 Percentage Interest Section 1.1 Permitted Transferee Section 1.1 Person Section 1.1 Registrable Securities Section 1.1 Registration Statement Section 1.1 Related Parties Section 9.15 SEC Section 1.1 Securities Act Section 1.1 Stockholder Nominee Section 5.2(a) Stockholde
