SECURITY AGREEMENTSecurity Agreement • December 7th, 2012 • T.O Entertainment, Inc. • Services-motion picture & video tape production
This SECURITY AGREEMENT (the “Security Agreement”) dated as of October 31, 2012, and made effective as of November 12, 2012, is executed by and among T. O ENTERTAINMENT, INC., a Colorado corporation, T. O ENTERTAINMENT, INC., a Japan corporation, T. O ENTERTAINMENT UNITED KINGDOM LTD, a United Kingdom corporation, T. O ENTERTAINMENT RUS, LLC, a Russia limited liability company, and T. O ENTERTAINMENT SINGAPORE PTE LTD, a Singapore corporation (each of the foregoing hereinafter sometimes individually referred to as a “Debtor” and all such entities sometimes hereinafter collectively referred to as “Debtors”), with their chief executive offices located at 90 Madison Street, Suite 701, Denver, CO 80206, and TCA Global Credit Master Fund, LP (the “Secured Party”).
CREDIT AGREEMENT DATED AS OF OCTOBER 31, 2012 BY AND AMONG COLLECTIVELY, AS BORROWERS, AND TCA GLOBAL CREDIT MASTER FUND, LP, AS LENDERCredit Agreement • December 7th, 2012 • T.O Entertainment, Inc. • Services-motion picture & video tape production • Nevada
This CREDIT AGREEMENT (this “Agreement”), dated as of October 31, 2012, but made effective as of November 12, 2012 (the “Effective Date”), is executed by and among T. O ENTERTAINMENT, INC., a Colorado corporation (the “Issuing Borrower”), T. O ENTERTAINMENT, INC., a Japan corporation, T. O ENTERTAINMENT UNITED KINGDOM LTD, a United Kingdom corporation, T. O ENTERTAINMENT RUS, LLC, a Russia limited liability company, and T. O ENTERTAINMENT SINGAPORE PTE LTD, a Singapore corporation (each of the foregoing, including the Issuing Borrower, hereinafter sometimes individually referred to as a “Borrower” and all such entities sometimes hereinafter collectively referred to as “Borrowers”), and TCA GLOBAL CREDIT MASTER FUND, LP (“Lender”).
Loan Agreement,T.O Entertainment, Inc. • July 9th, 2012 • Services-motion picture & video tape production
Dated 31 October 2012, but made effective as of 12 November, 2012 by and among as Pledgor as Company and TCA GLOBAL CREDIT MASTER FUND, LP as Pledgee SHARE PLEDGE AGREEMENT relating to the Shares in the CompanyShare Pledge Agreement • December 7th, 2012 • T.O Entertainment, Inc. • Services-motion picture & video tape production
Rental Agreement [4/F., Frontier Ebisu] (March 1, 2009 – February 28, 2011) Lessor: Sun Frontier Fudousan Co., Ltd. Lessee: T.O Entertainment, Inc. Sun Frontier Fudosan Co., Ltd., the Lessor (Party-A) andRental Agreement • January 3rd, 2012 • Ibi Acquisitions, Inc. • Blank checks
enter into the following rental agreement (the Agreement) regarding the rental premises stated in the main terms of agreement.
SUBORDINATION OF LOANS AGREEMENTSubordination of Loans Agreement • December 7th, 2012 • T.O Entertainment, Inc. • Services-motion picture & video tape production
THIS SUBORDINATION AGREEMENT (the “Agreement”) is executed effective as of the _____ day of ___________, 2012, by and between ______________ (the “Loan Holder”), TCA GLOBAL CREDIT MASTER FUND, LP (“Lender”) and T. O ENTERTAINMENT, INC., a Colorado corporation, T. O ENTERTAINMENT, INC., a Japan corporation, T. O ENTERTAINMENT UNITED KINGDOM LTD, a United Kingdom corporation, T. O ENTERTAINMENT RUS, LLC, a Russia limited liability company, and T. O ENTERTAINMENT SINGAPORE PTE LTD, a Singapore corporation (each of the foregoing hereinafter sometimes individually referred to as a “Borrower” and all such entities sometimes hereinafter collectively referred to as “Borrowers”).
Loan Agreement,T.O Entertainment, Inc. • July 9th, 2012 • Services-motion picture & video tape production
Borrower: T.O Entertainment, Inc. (Takeichi Honda) Address: 4F Frontier Ebisu, 3-13-11 Higashi, Shibuya, Tokyo 150-0011 Guarantor: Takeichi Honda Address: 2-9-11 Nakagome, Ota, Tokyo 143-0027
Loan Agreement,T.O Entertainment, Inc. • May 24th, 2012 • Services-motion picture & video tape production
Borrower: T.O Entertainment, Inc. (Takeichi Honda) Address: 4F Frontier Ebisu, 3-13-11 Higashi, Shibuya, Tokyo 150-0011 Guarantor: Takeichi Honda Address: 2-9-11 Nakagome, Ota, Tokyo 143-0027
CREDIT AGREEMENT AMENDMENT NO. 1Credit Agreement • February 7th, 2013 • T.O Entertainment, Inc. • Services-motion picture & video tape production
THIS CREDIT AGREEMENT AMENDMENT NO. 1 (this “Amendment”), is executed to be effective as of January 31, 2013, by and among T. O ENTERTAINMENT, INC., a Colorado corporation (the “Issuing Borrower”), T. O ENTERTAINMENT, INC., a Japan corporation, T. O ENTERTAINMENT UNITED KINGDOM LTD, a United Kingdom corporation, T. O ENTERTAINMENT RUS, LLC, a Russia limited liability company, and T. O ENTERTAINMENT SINGAPORE PTE LTD, a Singapore corporation (each of the foregoing, including the Issuing Borrower, hereinafter sometimes individually referred to as a “Borrower” and all such entities sometimes hereinafter collectively referred to as “Borrowers”), and TCA GLOBAL CREDIT MASTER FUND, LP (“Lender”).
INVESTMENT AGREEMENTInvestment Agreement • January 3rd, 2012 • Ibi Acquisitions, Inc. • Blank checks • Colorado
THIS INVESTMENT AGREEMENT (this “Agreement”), dated as of the 3rd day of January, 2012, is by and among __________________ (“Investor”) a shareholder of T.O Entertainment, Inc., a corporation organized and existing under the laws of Japan (“TOE”), and IBI Acquisitions, Inc., a corporation organized and existing under the laws of the State of Colorado (“IBI”). Investor and IBI are collectively referred to herein as the “Parties.”
