SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2023 • Marquie Group, Inc. • Radio broadcasting stations • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 10, 2023, by and between THE MARQUIE GROUP, INC., a Florida corporation, with headquarters located at 7901 4th ST N, Suite 4000, St. Petersburg, FL 33702-4305 (the “Company”), and MACRAB LLC, a Florida limited liability company, with its address at 738 Mandalay Grove Ct., Merritt Island, FL 32953 (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 12, 2022, by and between THE MARQUIE GROUP, INC., a Florida corporation (the "Company"), and MACRAB LLC, a Florida limited liability company (together with its assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the standby equity commitment agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • November 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the execution of the Purchase Agreement (as defined below)), MacRab LLC, a Florida limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from The Marquie Group, Inc., a Florida corporation (the “Company”), 11,764,706 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain standby equity commitment agreement dated October 12, 2022, by and among the Company and the Holder (the “Purchase Agreement”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • January 29th, 2016 • Music of Your Life Inc • Radio broadcasting stations • California
THIS EQUITY PURCHASE AGREEMENT entered into as of the 24th day of July, 2015 (this "AGREEMENT"), by and between KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company ("INVESTOR"), and MUSIC OF YOUR LIFE INC., a Florida corporation (the "COMPANY").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 29th, 2016 • Music of Your Life Inc • Radio broadcasting stations • California
This Registration Rights Agreement ("Agreement"), dated July 24, 2015, is made by and between MUSIC OF YOUR LIFE, INC., a Florida corporation ("Company"), and KODIAK CAPITAL GROUP, LLC a Delaware limited liability company (the "Investor").
SUBSCRIPTION AGREEMENTSubscription Agreement • July 23rd, 2019 • Marquie Group, Inc. • Radio broadcasting stations • Nevada
STANDBY EQUITY COMMITMENT AGREEMENTEquity Commitment Agreement • November 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This standby equity commitment agreement is entered into as of October 12, 2022 (this "Agreement"), by and between The Marquie Group, Inc., a Florida corporation (the "Company"), and MacRab LLC, a Florida limited liability company (the "Investor").
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase • October 14th, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the execution of the Purchase Agreement (as defined below)), MacRab LLC, a Florida limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from The Marquie Group, Inc., a Florida corporation (the “Company”), 11,764,706 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain standby equity commitment agreement dated October 12, 2022, by and among the Company and the Holder (the “Purchase Agreement”).
PROMISSORY NOTE DUE JULY 24, 2016Music of Your Life Inc • July 28th, 2015 • Radio broadcasting stations
THIS Note is a duly authorized issuance of up to $50,000.00 of MUSIC OF YOUR LIFE CORPORATION, a Florida corporation (the "Company") designated as its Note.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 28th, 2024 • Marquie Group, Inc. • Radio broadcasting stations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 27, 2024, by and between THE MARQUIE GROUP, INC., a Florida corporation (the “Company”), and MACRAB LLC, a Florida limited liability company (together with its assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the standby equity commitment agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
AGREEMENT AND PLAN OF MERGER Among ZHONG SEN INTERNATIONAL TEA COMPANY A Florida corporation, MUSIC OF YOUR LIFE MERGER SUB, INC. a Utah corporation and MUSIC OF YOUR LIFE, INC. a Nevada Corporation, Dated as of May 31, 2013 Effective May 31, 2013Agreement and Plan of Merger • June 5th, 2013 • Zhong Sen International Tea Co • Wholesale-groceries & related products • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), is entered as of May 31, 2013 by and among ZHONG SEN INTERNATIONAL TEA COMPANY, a Florida corporation (“ZSIT”), MUSIC OF YOUR LIFE, INC, a Nevada corporation (“MOYL”), and MUSIC OF YOUR LIFE MERGER SUB, INC., a Utah corporation and a direct wholly-owned subsidiary of ZSIT. (“Merger Sub").
STANDBY EQUITY COMMITMENT AGREEMENTEquity Commitment Agreement • November 15th, 2024 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This standby equity commitment agreement is entered into as of September 27, 2024 (this "Agreement"), by and between The Marquie Group, Inc., a Florida corporation (the "Company"), and MacRab LLC, a Florida limited liability company (the "Investor").
SETTLEMENT AND MUTUAL RELEASE AGREEMENTSettlement and Mutual Release Agreement • February 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Delaware
THIS SETTLEMENT AND MUTUAL RELEASE AGREEMENT (the "Agreement") dated as of February 8, 2022 (the “Effective Date”), is made by and between THE MARQUIE GROUP, INC., a Florida corporation (the “Company”) and Auctus Fund, LLC, a Delaware limited liability company (the "Investor") (together with the Company, the “Parties”).
AGREEMENT OF MERGERAgreement of Merger • September 6th, 2018 • Music of Your Life Inc • Radio broadcasting stations
This Agreement of Merger is entered into between Music of Your Life, Inc., a Nevada corporation (herein "Surviving Corporation") and The Marquie Group, Inc., a Utah Corporation (herein "Merging Corporation").
STANDBY EQUITY COMMITMENT AGREEMENTEquity Commitment Agreement • October 28th, 2024 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This standby equity commitment agreement is entered into as of September 27, 2024 (this “Agreement”), by and between The Marquie Group, Inc., a Florida corporation (the “Company”), and MacRab LLC, a Florida limited liability company (the “Investor”).
12% CONVERTIBLE NOTE DATED ________________, 2022Marquie Group, Inc. • September 30th, 2022 • Radio broadcasting stations
This Note, in the amount of $________________, replaces in its entirety that certain promissory note, originally issued by the maker hereof to ________________, in the face amount of $________________, dated ________________.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 27th, 2019 • Marquie Group, Inc. • Radio broadcasting stations
This Agreement and Plan of Merger is entered into between The Marquie Group, Inc., a Florida corporation (herein "Surviving Corporation") and Global Nutrition Experience, Inc., a Florida Corporation (herein "Merging Corporation").
Exchange AgreementExchange Agreement • September 30th, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Florida
This Exchange Agreement (this “Agreement”) is executed and made effective as of September ___, 2022, by and between The Marquie Group, Inc., a Florida corporation (the “Company”), and __________________, or its successors and/or assigns (“Holder”).
SETTLEMENT AND MUTUAL RELEASE AGREEMENTSettlement and Mutual Release Agreement • February 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Delaware
THIS SETTLEMENT AND MUTUAL RELEASE AGREEMENT (the "Agreement") dated as of February 8, 2022 (the “Effective Date”), is made by and between THE MARQUIE GROUP, INC., a Florida corporation (the “Company”) and EMA Financial, LLC, a Delaware limited liability company (the "Investor") (together with the Company, the “Parties”).
RSTOCK PURCHASE AGREEMENTRstock Purchase Agreement • July 23rd, 2008 • Zhong Sen International Tea Co • Wholesale-groceries & related products • Florida
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made effective on , 2008 by and between Zhong Sen International Tea Company, a Florida corporation, (the "Company") and _____________________________________ (the “Purchaser”).
STOCK PURCHASE AGREEMENT AMONG THE MARQUIE GROUP, INC. AND THE SHAREHOLDERS OF SIMPLY WHIM, INC. September 20, 2022Stock Purchase Agreement • September 22nd, 2022 • Marquie Group, Inc. • Radio broadcasting stations • Florida
AGREEMENT TO ACQUIRE MARKETING AND COMMISSION AGREEMENT by and among YUNNAN ZHONGSEN FOREST CO., LTD. NO 68 WU YI ROAD 4TH FLOOR GUO FANG BUILDING KUNMING, YUNNAN 650032, P. R. CHINA and ZHONG SEN INTERNATIONAL TEA CO. HOLLYWOOD, FL 33020 A Florida...Acquisition Agreement • September 10th, 2008 • Zhong Sen International Tea Co • Wholesale-groceries & related products
THIS ACQUISITION AGREEMENT, made and entered into this 29th day of August, 2008 (the “Closing Date”) by and among YUNNAN ZHONGSEN FOREST CO., LTD, a company established in the People’s Republic of China, with its principal place of business located at No 68 Wu Yi Road, 4th Floor Guo Fang Building, Kunming, Yunnan 650032, PEOPLE’S REPUBLIC OF CHINA, ("FOREST"); and Zhong Sen International Tea Company, a Florida Corporation with its principal place of business at 2416 Lincoln Street, Hollywood, FL 33020 ("ZSIT").
