Exhibit 10.10


 


THIS AGREEMENT is made on 8 October 2009


 


BETWEEN


 


(1)                         MGT CAPITAL INVESTMENTS  LIMITED
incorporated and registered in England and Wales with company number 07034382
whose registered office is at 66 Hammersmith Road, London, W14 8UD (the “Lender”); and


 


(2)                         MONEYGATE
GROUP LIMITED (Company registered number  06599555)  whose registered office is at 1
The Bulrushes, Woodstock Way, Boldon Business Park, Boldon Colliery, Tyne &
Wear N35 9PF  (the “Borrower”).


 


RECITALS


 


The Lender has agreed to lend to the Borrower and the Borrower has
agreed to accept a working capital loan in the sum of £250,000 on the terms and
subject to the conditions hereinafter appearing.


 


1.                              DEFINITIONS
AND INTERPRETATION


 


In this
Agreement unless the context otherwise requires:


 


	
  “Effective Date”

  	
  means the date of this
  agreement

  
	
   

  	
   

  
	
  “Loan”

  	
  means the sum of £250,000
  owed by the Borrower to the Lender from time to time pursuant to this
  Agreement;

  
	
   

  	
   

  
	
  “Borrower’s Bank Account”

  	
  The bank account of the
  Borrower details of which are;  Lloyds
  Banking Group, Grey Street Branch, Newcastle Upon Tyne Account Number:
  00261632 Sort Code: 30-93-71

  
	
   

  	
   

  
	
  “Purpose”

  	
  means working capital for
  the Borrower in

  



 


1

















 


	
   

  	
  connection with its business

  
	
   

  	
   

  
	
  “Term”

  	
  means 12 months from the
  Effective Date

  



 


2.                                                      PURPOSE
OF LOAN


 


Subject to the terms of this Agreement the Lender will within 2 days of the
Effective Date pay the Loan into the Borrower’s Bank Account in connection with
the Purpose.


 


3.                                                      CONDITIONS
PRECEDENT


 


The Borrower shall not make any payments of
more than £50,000 as one payment at any time from the Loan without
the prior written consent of MGT, such consent not to be unreasonably withheld.


 


4.                                                      REPAYMENT


 


The Borrower shall repay the Loan to the Lender in full at the end of
the Term or such other period as may be agreed between the parties in writing.


 


5.                                                      INTEREST


 


5.1                                               The Borrower
shall not pay interest to the Lender on the amount of the Loan


 


5.2                                               In the event of
default by the Borrower in the payment of any sum due pursuant to this
Agreement on the due date for payment the Borrower shall pay interest on that
sum from the due date for such payment until actual payment (whether before or
after judgment) at the rate of 7% per annum payable to the Lender.


 


6.                                                      SECURITY


 


The Loan shall be secured.


 


7.                  WAIVER


 


Time shall be of the essence in respect of the Borrower’s obligations
under or in respect of the Loan but no failure by the Lender to exercise, or
delay by the Lender in exercising, any right or remedy under or in respect of
this Agreement shall operate as


 


2

















 


a waiver of it, nor shall any single partial or defective exercise by
the Lender of any such or remedy preclude any other or further exercise of that
or any other right or remedy.


 


8.                                                      LAW


 


This Agreement shall be governed and construed in accordance with by
English law and the parties hereto submit to the exclusive jurisdiction of the
English courts in connection with any dispute related to or connected with this
Agreement.


 


	
  /s/ Tim Paterson-Brown

  	
   

  
	
  For and on behalf of

  	
   

  
	
  MGT CAPITAL INVESTMENTS LIMITED

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  /s/ Dennis Reed

  	
   

  
	
  For and on behalf of MONEYGATE GROUP
  LIMITED

  	
   

  



 


3