Standard Contracts
EXHIBIT 6.34 As of November 17, 1999 Alma U.K. Production, Limited c/o Total Film Group Inc. 9107 Wilshire Blvd., Suite #475 Beverly Hills, CA 90210 Attn: Gerald Green Re: "BRIDE OF THE WIND" Gentlemen: This letter confirms the agreement between...Distribution Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 2.3 AGREEMENT OF PURCHASE AND SALE 1. DATE AND PARTIES This Agreement is dated June 29, 2001 and is entered into by and between Total Creative, Inc., a ___________ corporation ("TCI"), 9107 Wilshire Boulevard, Mezzanine, Beverly Hills,...Purchase and Sale Agreement • January 10th, 2002 • Total Film Group Inc • California
Contract Type FiledJanuary 10th, 2002 Company Jurisdiction
RECITALS:Non-Qualified Stock Option Agreement • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 Company
EXHIBIT 6.11 THIS WARRANT AND THE UNDERLYING SHARES OF COMMON STOCK ISSUABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY STATE SECURITIES LAWS, AND NO SALE OR TRANSFER THEREOF MAY BE...Common Stock Purchase Warrant • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 2.4 AGREEMENT 1. DATE AND PARTIES This Agreement is dated as of July 1, 2001 and is entered into by and between Total Film Group, Inc., a Delaware corporation ("Total Film"), 9107 Wilshire Boulevard, #475, Beverly Hills, California 90210, fax...Agreement • January 10th, 2002 • Total Film Group Inc • California
Contract Type FiledJanuary 10th, 2002 Company Jurisdiction
EXHIBIT 6.36 CONSULTING AGREEMENT This Consulting Agreement (this "Agreement") is made as of this 19th day of November 1999, by and between Total Film Group (the "Company") and JBRG Consultants. NOW, THEREFORE, for good and valuable consideration the...Consulting Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
MEMORANDUM OF AGREEMENTMemorandum of Agreement • December 20th, 2000 • Total Film Group Inc • New York
Contract Type FiledDecember 20th, 2000 Company Jurisdiction
February 9, 1999 The Orbiter Fund 980 Post Road East Westport, CT 06880 Re: Two Million Dollar Bridge Loan Dear Orbiter Fund: This letter is to confirm our agreement in which The Orbiter Fund (the "FUND") and Total Film Group ("TFG") hereby agree as...Bridge Loan Agreement • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 Company
EXHIBIT 6.16 As of December 23, 1998 Mr. Dan Michel 12533 San Vicente Boulevard Los Angeles, California 90049 Mr. Howard Russo 327 10th Street Santa Monica, California 90402 Re: Michel/Russo, Inc./Stock Purchase Dear Dan and Howard: This letter will...Stock Purchase Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.32 PRODUCER AGREEMENT "CHICK FLICK" / PATRICIA GREEN The following are the terms and conditions of the agreement ("Agreement") dated as of September 29, 1997 between TOTAL MEDIA CORPORATION ("Producer") and PATRICIA GREEN ("Artist") (Social...Producer Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.29 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT is entered into as of the 16th day of December, 1999, by and among U.S. BUSINESS NETWORK, INC., a Delaware corporation, which does business as "MeetChina.com" (the "Corporation"),...Stock Purchase Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
RECITALS:Agreement and Plan of Reorganization • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 Company
OFRegistration Rights Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
STOCK OPTIONStock Option Agreement • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 Company
EXHIBIT 6.33 STANDARD OFFICE LEASE-GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. Basic Lease Provisions ("Basic Lease Provisions") 1.1 Parties: This Lease, dated, for reference purposes only, February 28, 1997. Is made by and Between Daishin...Standard Office Lease • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 Company
EXHIBIT 6.43 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of November 6, 2000, by and between Total Film Group, Inc. a Delaware corporation ("Employer") and Peter Dattilo ("Employee") with reference to...Employment Agreement • December 20th, 2000 • Total Film Group Inc • California
Contract Type FiledDecember 20th, 2000 Company Jurisdiction
OFRegistration Rights Agreement • December 20th, 2000 • Total Film Group Inc • New York
Contract Type FiledDecember 20th, 2000 Company Jurisdiction
AGREEMENT RE SALE OF INTEREST IN SKYROCKET, LLCAgreement Re Sale of Interest in Skyrocket, LLC • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.10 Total Film Group, Inc. Promissory Note Conversion Agreement This Agreement is entered into today between Total Film Group, Inc. and the holders of $4 million of its Promissory Notes including The Orbiter Fund or its designee in the amount...Promissory Note Conversion Agreement • April 5th, 2000 • Total Film Group Inc
Contract Type FiledApril 5th, 2000 CompanyThis Agreement is entered into today between Total Film Group, Inc. and the holders of $4 million of its Promissory Notes including The Orbiter Fund or its designee in the amount of $2 million, Lancer Offshore in the amount of $1,800,000, Bruce Cowen in the amount of $50,000, James Kelly in the amount of $50,000, Martin Garvey in the amount of $50,000 and Capital Research Ltd in the amount of $50,000.
SHORT FORM LOAN AGREEMENTShort Form Loan Agreement • October 13th, 2000 • Total Film Group Inc
Contract Type FiledOctober 13th, 2000 Company
EXHIBIT 6.35 As of November 17, 1999 1st Mr. Inc. c/o Total Film Group Inc. 9107 Wilshire Blvd., Suite #475 Beverly Hills, CA 90210 Attn: Gerald Green Re: "MY FIRST MISTER" Gentlemen: This letter confirms the agreement between Paramount Classics...Agreement Between Paramount Classics and 1st Mr. Inc. Regarding the Motion Picture 'My First Mister' • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.33 STANDARD OFFICE LEASE--GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. Basic Lease Provisions ('Basic Lease Provisions") 1.1 Parties: This Lease, dated, for reference purposes only, April 25, 2000 is made by and between Daishin U. S...Standard Office Lease • December 20th, 2000 • Total Film Group Inc
Contract Type FiledDecember 20th, 2000 Company
RECITALSRelease Agreement • June 15th, 2001 • Total Film Group Inc • California
Contract Type FiledJune 15th, 2001 Company Jurisdiction
EXHIBIT 6.13 RIGHT OF FIRST REFUSAL AGREEMENT THIS AGREEMENT made this 29th day of October, 1999, between Total China, Inc. (the "Corporation"), a Delaware corporation with offices 9107 Wilshire Blvd., Suite 475, Beverly Hills, CA 90210 and each party...Right of First Refusal Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 2.5 TFG LETTERHEAD September 10, 2001 Mr. Mark Armstrong President Match Creative, LLC 9107 Wilshire Blvd. Mezzanine Beverly Hills, CA 90210 Re: MATCH CREATIVE, LLC Dear Mr. Armstrong: This letter agreement will act to amend the agreement...Amendment to the Agreement Dated July 1, 2001 • January 10th, 2002 • Total Film Group Inc
Contract Type FiledJanuary 10th, 2002 CompanyThis letter agreement will act to amend the agreement dated as of July 1, 2001 (the "Agreement") between Total Film Group, Inc. ("TFG") on the one hand and yourself ("Armstrong") on the other hand relating to the limited liability corporation known as Match Creative, LLC. ("Match").
EXHIBIT 6.30 EXECUTIVE PRODUCER AGREEMENT "SUNDOWNING" GERALD GREEN The following are the terms and conditions of the agreement ("Agreement") dated as of July 29,1998 between SUNDOWNING, INC. (producer), a Nevada corporation, and TOTAL FILM GROUP,...Executive Producer Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.17 EMPLOYMENT AGREEMENT 1. Date and Parties THIS EMPLOYMENT AGREEMENT ("Agreement") is dated as of September 15, 1999, by and between TOTAL FILM GROUP INC., a Delaware corporation, with its principal place of business at 9107 Wilshire...Employment Agreement • April 5th, 2000 • Total Film Group Inc • California
Contract Type FiledApril 5th, 2000 Company Jurisdiction
EXHIBIT 6.40 As of August 2, 1999 Cinergi Pictures Entertainment, Inc. Mr. Mario Kassar 2308 Broadway Santa Monica, Ca. 90404-2916 Re: FOREIGN SALES AGREEMENT Gentlepersons: Further to our conversations, this letter shall briefly outline the terms of...Foreign Sales Agreement • July 25th, 2000 • Total Film Group Inc
Contract Type FiledJuly 25th, 2000 Company
BERWIN LEIGHTONProducer's Agreement • April 5th, 2000 • Total Film Group Inc • England
Contract Type FiledApril 5th, 2000 Company Jurisdiction
OFRegistration Rights Agreement • December 20th, 2000 • Total Film Group Inc • New York
Contract Type FiledDecember 20th, 2000 Company Jurisdiction
EXHIBIT 6.5 TOTAL FILM GROUP, INC. (A Delaware Corporation) WARRANT CERTIFICATE WARRANT NUMBER: _____NUMBER OF WARRANTS: ________ FOR VALUE RECEIVED, Total Film Group, Inc. (the "Company"), a Delaware corporation, hereby certifies that The Orbiter...Warrant Agreement • July 25th, 2000 • Total Film Group Inc
Contract Type FiledJuly 25th, 2000 Company
EXHIBIT 6.39 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (the "Option") is granted this 15th day of May 2000, by Total Film Group, Inc., a Delaware corporation, (the "Company") pursuant to a resolution of the Board of Directors of the Company...Stock Option Agreement • July 25th, 2000 • Total Film Group Inc
Contract Type FiledJuly 25th, 2000 Company