Back to top

WAIVER AND RELEASE AGREEMENT

Forbearance Agreement

WAIVER AND RELEASE AGREEMENT | Document Parties: LAS VEGAS GAMING INC | Adline Network, LLC You are currently viewing:
This Forbearance Agreement involves

LAS VEGAS GAMING INC | Adline Network, LLC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: WAIVER AND RELEASE AGREEMENT
Governing Law: Nevada     Date: 4/17/2006

WAIVER AND RELEASE AGREEMENT, Parties: las vegas gaming inc , adline network  llc
50 of the Top 250 law firms use our Products every day

 

WAIVER AND RELEASE AGREEMENT

 

 

1.   Waiver and Release / Exchange of Consideration

 

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and agreed,

 

a.   Subject to the receipt by Adline Network, LLC ("Shareholder") of the share certificate described in subparagraph (c) below and to the accuracy in all material respects of the representations and warranties made in paragraph 2 below, Shareholder individually and on behalf of its affiliated persons or partnerships, together with any and all past and present members, managers, trustees, receivers, employees, officers, directors, partners, agents, representatives, lenders, insurance carriers, sureties, consultants, attorneys, accountants, successors, assigns, heirs, executors, spouses, administrators, licensees, joint ventures, and related persons, predecessors, entities or companies do hereby fully and forever release and discharge Las Vegas Gaming, Inc, and its affiliated and/or subsidiary companies and partnerships, together with any and all past and present trustees, receivers, board members, employees, officers, directors, shareholders, partners, agents, representatives, lenders, subsidiaries, unincorporated divisions, insurance carriers, sureties, consultants, attorneys, accountants, successors, assigns, heirs, executors, administrators, licensees, invitees, joint venturers, members, managers and related persons, predecessors, entities or companies (collectively, the "Company") of and from all claims, actions, causes of action, demands, rights, agreements, promises, liabilities, losses, damages, costs and expenses, of every nature and character, description and amount, either known or unknown, without limitation or exceptions, whether based on theories of contract, breach of contract, breach of the covenant of good faith and fair dealing, tort, violation of statute, ordinance, or any other theory of liability or declaration of rights whatsoever, which they may now have against the Company, whether asserted or not, arising directly or indirectly from or based on any cause, event, transaction, act, omission, occurrence, condition or matter, of any kind or nature whatsoever, which has occurred to date.

 

b.   Subject to receipt of the Assignment described in sub-paragraph (d) below and to the accuracy in all material respects of the representations and warranties made therein and in paragraph 2, below, the Company does hereby fully and forever release and discharge Shareholder of and from all claims, actions, causes of action, demands, rights, agreements, promises, liabilities, losses, damages, costs and expenses, of every nature and character, description and amount, either known or unknown, without limitation or exceptions, whether based on theories of contract, breach of contract, breach of the covenant of good faith and fair dealing, tort, violation of statute, ordinance, or any other theory of liability or declaration of rights whatsoever, which they may now have or may hereafter acquire against the Company, whether asserted or not, arising directly or indirectly from or based on any cause, event, transaction, act, omission, occurrence, condition or matter, of any kind or nature whatsoever, which has occurred to date.

 

 

1


 

 

c.   Las Vegas Gaming, Inc., shall, within 15 days of receipt of an executed copy of this Waiver and Release Agreement from Shareholder, deliver to Larry Enterline, at 2699 Buford Hwy., Buford, Ga. a share certificate for 700,000 shares of common stock of Las Vegas Gaming, Inc., par value $0.001. The share certificate shall bear a legend in substantially the following form:

 

THE STOCK REPRESENTED BY THIS CERTIFICATE HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. WITHOUT SUCH REGISTRATION, SUCH SECURITIES MAY NOT BE SOLD OR OTHERISE TRANSFERRED AT ANY TIME WHATSOEVER UNLESS IN THE OPINION OF COUNSEL SATISFACTORY TO THE COMPANY RESICISTRATION IS NOT REQUIRED FOR SUCH TRANSFER AND THAT SUCH TRANSFER WILL NOT BE IN VIOLATION OF THE APPLICABLE FEDERAL. AND STATE SECURITIES LAWS OR ANY RULE OR REGULATION PROMULGATED THEREUNDER.

 

The parties agree that the shares of common stock evidenced by the share certificate described in this subparagraph (c) shall be allocated as follows: (i) 600,000 of such shares are being issued to Shareholder in exchange for the release given by Shareholder to the Company in subparagraph (a) above and (ii) 100,000 of such shares are being issued to Shareholder in exchange for the assignment given by Shareholder and described in subparagraph (d) below.

 

d.   Shareholder shall, within 15 days of receipt of an executed copy of this Waiver and Release Agreement from the Company, deliver to Russell Roth, at 4000 West Ali Baba Lane, Suite D, Las Vegas, NV 89118 an Assignment in the form attached hereto at Exhibit "A" which Assignment will transfer from Shareholder to Las Vegas Gaming, Inc. the world wide exclusive rights to that certain intellectual property commonly and collectively known as "At Home Wagering" where such rights allow for "wagering" or "betting" activity and transactions to be conducted in the home via the AdLine Technologies. For purposes of this Agreement, the terms "betting" or "wagering" mean to directly or indirectly take, receive, or accept money or any valuable thing with the und


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more