Strong Global Entertainment, Inc. Sample Contracts

UNDERWRITING AGREEMENT between STRONG GLOBAL ENTERTAINMENT, INC. and THINKEQUITY LLC as Representative of the Several Underwriters STRONG GLOBAL ENTERTAINMENT, INC.
Underwriting Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • New York

The undersigned, Strong Global Entertainment, Inc., a company incorporated under the Business Corporations Act (British Columbia) (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Strong Global Entertainment, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as set forth below.

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EMPLOYMENT AGREEMENT
Employment Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • Delaware

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 18, 2023, by and between Strong Technical Services, Inc., a Nebraska corporation (the “Company”), and Mark D. Roberson, a North Carolina resident (the “Employee”).

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Pursuant to Item 601(a)(5) of Regulation S-K, schedules and attachments to this exhibit have been omitted. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.] MANAGEMENT SERVICES AGREEMENT by and...
Management Services Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • New York

This MANAGEMENT SERVICES AGREEMENT (this “Agreement”), dated as of May 18, 2023, by and between FG Group Holdings Inc. (formerly Ballantyne Strong, Inc.), a Nevada corporation (“Ballantyne”) and Strong Global Entertainment, Inc., a company incorporated under the laws of the Business Corporations Act (British Columbia) (“Strong Global”) is made effective as of the date of completion of the separation transaction to be effected pursuant to: (i) the Asset Transfer Agreement (the “Master Asset Purchase Agreement”) between Strong/MDI Screen Systems Inc., a company incorporated under the laws of the Province of Quebec (“Strong/MDI Quebec”) and Strong/MDI Screen Systems, Inc., a company incorporated under the laws of the Province of British Columbia (the “New Opco”), and (ii) the other related ancillary agreements thereto, including the Asset Transfer Agreement (the ‘FG Group Holdings Asset Transfer Agreement”), between Ballantyne and Strong Technical Services, Inc. (“STS”), a Nebraska corpor

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Pursuant to Item 601(a)(5) of Regulation S-K, schedules and attachments to this exhibit have been omitted. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.] MASTER ASSET PURCHASE AGREEMENT
Master Asset Purchase Agreement • April 11th, 2023 • Strong Global Entertainment, Inc • Photographic equipment & supplies

STRONG/MDI SCREEN SYSTEMS, INC., a company existing under the laws of Québec with an address at 1440 Rue Raoul-Charette, Joliette, QC J6E 8S7

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FORM OF PATENT ASSIGNMENT
Patent Assignment • January 18th, 2023 • Strong Global Entertainment, Inc • Photographic equipment & supplies

This Patent Assignment (the “Patent Assignment”) is effective as of ______, 2023 (the “Effective Date”) by and between FG Group Holdings, Inc., a Delaware corporation with a place of business at 5960 Fairview Road, Suite 275, Charlotte, North Carolina, 28210 (“Assignor”), and Strong Technical Services, Inc., a Nebraska corporation with a place of business at 14565 Portal Cir, La Vista, NE 68138 (“Assignee”).

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iNDEMNITY Agreement BETWEEN STRONG GLOBAL ENTERTAINMENT, INC. – and – [DIRECTOR / SENIOR OFFICER] May 17, 2023 INDEMNITY AGREEMENT
Indemnity Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • British Columbia
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NEC DISPLAY SOLUTIONS OF AMERICA, INC. AUTHORIZED RESELLER AGREEMENT
Authorized Reseller Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • Illinois

This Agreement is made as of January 21, 2010 by and between NEC Display Solutions of America, Inc. (“NEC Display”), a Delaware corporation, having its principal place of business at 500 Park Boulevard, Suite 1100, Itasca, IL 60143-1248, and Ballantyne Strong, Inc., a Delaware corporation, having its principal place of business at 4350 McKinley St., Omaha, NE 68112 (“Reseller”). The following are the terms and conditions under which NEC Display sells its monitor equipment (hereinafter “Products”) to Reseller:

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Pursuant to Item 601(a)(5) of Regulation S-K, schedules and attachments to this exhibit have been omitted. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.] MASTER ASSET PURCHASE AGREEMENT
Master Asset Purchase Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies

STRONG/MDI SCREEN SYSTEMS INC., a company existing under the laws of Québec with an address at 1440 Rue Raoul-Charette, Joliette, QC J6E 8S7

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Contract
Asset Transfer Agreement • January 18th, 2023 • Strong Global Entertainment, Inc • Photographic equipment & supplies

[Pursuant to Item 601(a)(5) of Regulation S-K, schedules and attachments to this exhibit have been omitted. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.]

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ASSIGNMENT & ATTACHMENT AGREEMENT
Assignment & Attachment Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies

This Assignment and Attachment Agreement (the “Agreement”) is entered into as of March 3, 2022 between Strong Studios, Inc. (“Strong”), on the one hand, and Landmark Studio Group LLC (“LSG”), on the other hand, with respect to the following feature length motion picture and episodic television/digital projects, as follows:

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Pursuant to Item 601(a)(5) of Regulation S-K, schedules and attachments to this exhibit have been omitted. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.] ASSET TRANSFER AGREEMENT
Asset Transfer Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies

THEREFORE, in consideration of the mutual promises set out in this Agreement and other valuable consideration, the Transferor and the Company hereby agree with each other as follows:

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LEASE 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7
Lease Agreement • May 19th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies

BETWEEN: STRONG/MDI SCREEN SYSTEMS INC., legal person, duly incorporated under the laws of the Province of Québec, having its head office at 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7, herein acting and represented by Todd Major, its Treasurer and Secretary, duly authorized for the purposes hereof as he so declares;

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LEASE 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7
Lease Agreement • May 11th, 2023 • Strong Global Entertainment, Inc • Photographic equipment & supplies

BETWEEN: STRONG/MDI SCREEN SYSTEMS INC., legal person, duly incorporated under the laws of the Province of Québec, having its head office at 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7, herein acting and represented by Todd Major, its Treasurer and Secretary, duly authorized for the purposes hereof as he so declares;

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Contract
Distribution Agreement • August 14th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies

This agreement (the “Agreement”) is dated as of June 30, 2023 between Safehaven 2022, Inc. (“SH2022”) and Strong Studios, Inc. (“Strong”) on the one hand, and Ravenwood-Productions, LLC (“Ravenwood”) on the other hand.

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ACQUISITION AGREEMENT AMONG: FG ACQUISITION CORP. – and – FGAC INVESTORS LLC as the Sponsor – and – CG INVESTMENTS VII INC. as the Sponsor – and – STRONG GLOBAL ENTERTAINMENT, INC. – and – STRONG/MDI SCREEN SYSTEMS, INC., as the Company DATED MAY 3, 2024
Acquisition Agreement • May 7th, 2024 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • Ontario

NOW THEREFORE, in consideration of the foregoing and the representations, warranties, covenants, conditions, agreements and promises contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties to this Agreement, the Parties agree as follows:

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Strong/MDI Screen Systems, Inc.
Credit Agreement • May 11th, 2023 • Strong Global Entertainment, Inc • Photographic equipment & supplies
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Exhibits and schedules to this Exhibit have been omitted pursuant to Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.] ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 7th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • Kansas

THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into effective this 3rd day of November, 2023 by and between INNOVATIVE CINEMA SOLUTIONS, LLC, a Kansas limited liability company (the “Seller”), PAMELA S. OSTERMANN, BEN NOEL, JILL SUMMERSCALES, and KRISTOPHER BECKLOFF (collectively, the “Members”) and Strong Technical Services, Inc., a Nebraska corporation (“Purchaser”), and Strong Global Entertainment, Inc., a British Columbia corporation (“Parent” and collectively with Purchaser, the “Buyer Entities”). (the Seller, the Purchaser, the Parent and the Members, each a “Party” and collectively the “Parties”).

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Pursuant to Item 601(b)(2)(ii) of Regulation S-K, certain term to this exhibit have been omitted as they are both not material and of the type that the registrant treats as private or confidential. A copy of unredacted copy of the exhibit will be...
Registration Rights Agreement • September 13th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 12, 2023, is made and entered into by and among Strong Global Entertainment, Inc., a British Colombia corporation (the “Company”) and the persons identified on the signature page hereto (the “Unbounded Holders”, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

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LEASE 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7
Lease • January 27th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies

BETWEEN: STRONG/MDI SCREEN SYSTEMS INC., legal person, duly incorporated under the laws of the Province of Québec, having its head office at 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7, herein acting and represented by Todd Major, its Treasurer and Secretary, duly authorized for the purposes hereof as he so declares;

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ASSET TRANSFER AGREEMENT
Asset Transfer Agreement • January 27th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • New York

THEREFORE, in consideration of the mutual promises set out in this Agreement and other valuable consideration, the Transferor and the Company hereby agree with each other as follows:

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SAFEHAVEN 2022, INC. STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 14th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • Delaware

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made effective as of June 23, 2023, by and between Strong Studios, Inc., a Delaware corporation (the “Purchaser”), and Unbounded Services LLC, a Delaware limited liability company (“Seller”).

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MASTER ASSET PURCHASE AGREEMENT
Master Asset Purchase Agreement • January 27th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • British Columbia

STRONG/MDI SCREEN SYSTEMS, INC., a company existing under the laws of Québec with an address at 1440 Rue Raoul-Charette, Joliette, QC J6E 8S7

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FORM OF iNDEMNITY Agreement BETWEEN STRONG GLOBAL ENTERTAINMENT INC. – and – [Director / SENIOR OFFICER] [date] INDEMNITY AGREEMENT
Indemnification Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • British Columbia
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Contract
Warrant Agreement • June 29th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SECURITIES IS EFFECTIVE UNDER THE ACT AND IS QUALIFIED UNDER APPLICABLE STATE LAW OR (II) THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS UNDER THE ACT AND THE QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE LAW AND, IF THE COMPANY REQUESTS, AN OPINION SATISFACTORY TO THE COMPANY TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL.

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PURCHASE AGREEMENT
Purchase Agreement • August 14th, 2023 • Strong Global Entertainment, Inc. • Photographic equipment & supplies

This Purchase Agreement (the “Agreement”) is entered into as of June 30, 2023 between Safehaven 2022, Inc. (“SH2022”) and Screen Media Ventures, LLC (“SMV”) with respect to the episodic television series presently entitled “Safehaven” (the “Series”)

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FG Holdings Quebec Inc. (formerly Strong/MDI Screen Systems, Inc.)
Credit Agreement • January 23rd, 2024 • Strong Global Entertainment, Inc. • Photographic equipment & supplies
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