CONSULTING AGREEMENT This Consulting Agreement is entered into and effective this 1st day of February, 1996, by and between the Table Mountain Rancheria, P. O. Box 410, Friant, California 93626, a federally recognized Indian Tribe (hereafter "Table...Consulting Agreement • February 2nd, 1996 • American Casino Enterprises Inc /Nv/ • Services-management services
EXHIBIT 10.1 VOTING AGREEMENT THIS VOTING AGREEMENT (this "Agreement"), is made and entered into as of April 16, 2003, by and among YaYa, LLC ("YaYa"), a Delaware limited liability company, American Vantage Companies, a Nevada corporation (the...Voting Agreement • April 30th, 2003 • American Vantage Companies • Services-management services • Nevada
OPERATING AGREEMENT FOR BORDER GRILL LAS VEGAS, LLC A LIMITED-LIABILITY COMPANYOperating Agreement • October 29th, 1999 • American Vantage Companies • Services-management services • Nevada
RECITALSSettlement Agreement • February 20th, 2001 • American Vantage Companies • Services-management services • New York
RECITALSEmployment Agreement • November 13th, 2002 • American Vantage Companies • Services-management services • Nevada
EXECUTION COPY SECURITY AGREEMENT SECURITY AGREEMENT, this 3rd day of February, 2004, by and among Wellspring Media, Inc., a Delaware corporation with offices at 419 Park Ave. South, New York, New York 10016 (the "Grantor"), in favor of Lee Miller, as...Security Agreement • February 18th, 2004 • American Vantage Companies • Services-management services • New York
BY AND AMONGStock Purchase Agreement • January 27th, 2000 • American Vantage Companies • Services-management services • New York
RECITALSPurchase Agreement • February 13th, 2004 • American Vantage Companies • Services-management services
1 2 entered into a Management Consultant Contract dated March 27, 1993, for the term of seven (7) years and under which ACES would receive a fee equal to thirty-five percent (35%) of the net revenue of the Enterprise, in the form attached hereto as...Termination Agreement • February 2nd, 1996 • American Casino Enterprises Inc /Nv/ • Services-management services
RECITALSEmployment Agreement • October 29th, 2003 • American Vantage Companies • Services-management services • Nevada
LANDLORDOffice Lease • October 29th, 2003 • American Vantage Companies • Services-management services • Nevada
LEASE FOR RESTAURANT SPACEAmerican Vantage Companies • October 29th, 1999 • Services-management services • Nevada
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of March 21, 2005, by and between Genius Products, Inc., a Delaware corporation (the "Company"), and American Vantage...Registration Rights Agreement • March 25th, 2005 • American Vantage Companies • Services-management services
ANDAgreement and Plan of Merger • March 25th, 2005 • American Vantage Companies • Services-management services • Nevada
LEASE FOR RESTAURANT SPACEAmerican Vantage Companies • October 29th, 1999 • Services-management services • Nevada
EXECUTIVE EMPLOYMENT AGREEMENT between AMERICAN VANTAGE COMPANIES and ANNA M. MORRISONEmployment Agreement • April 18th, 2006 • American Vantage Companies • Services-management services • Nevada
EXHIBIT 10.1 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS This AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS (the "AGREEMENT") is made and entered into as of September 5, 2003, by and between...Agreement for Purchase and Sale • February 13th, 2004 • American Vantage Companies • Services-management services
RECITALSEmployment Agreement • November 13th, 2002 • American Vantage Companies • Services-management services • Nevada
AL CATTABIANI CARL SELDIN KOERNER CLARA SPALTER MILLER LEE MILLERStock Purchase Agreement • February 18th, 2004 • American Vantage Companies • Services-management services • New York
RECITALSEmployment Agreement • April 18th, 2006 • American Vantage Companies • Services-management services • Nevada
1 AGREEMENT TO TERMINATE FUNDING AND LOAN AGREEMENT1 Agreement • March 19th, 1998 • American Vantage Companies • Services-management services • California
EXHIBIT 10.31 EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • May 10th, 2005 • American Vantage Companies • Services-management services • Nevada
2 3 5.2.1 The Seller's Deed. A grant, bargain and sale deed on Escrow Agent's standard form (the "Seller's Deed") conveying the Property to Buyer signed and acknowledged by Seller.Purchase Agreement and Escrow Instructions • October 24th, 1996 • American Casino Enterprises Inc /Nv/ • Services-management services • Nevada
RECITALSAsset Purchase Agreement • April 30th, 2003 • American Vantage Companies • Services-management services • California
1 EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, dated as of December 1, 1999, by and between PLACEMENT 2000.COM, INC., a Delaware corporation (hereinafter called the "Company") and MICHAEL WOLOSHIN (hereinafter called "Employee"): W I T...Employment Agreement • January 27th, 2000 • American Vantage Companies • Services-management services • New York
Exhibit 4.1 THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY...American Vantage Companies • November 13th, 2002 • Services-management services
WITNESSETHSettlement and General Release Agreement • November 13th, 2002 • American Vantage Companies • Services-management services • Nevada
GUARANTYGuaranty • February 18th, 2004 • American Vantage Companies • Services-management services
JOINT VENTURE AGREEMENT OF TABLE MOUNTAIN DEVELOPMENT GROUPJoint Venture Agreement • October 29th, 1996 • American Casino Enterprises Inc /Nv/ • Services-management services
Execution Copy STOCK PLEDGE AGREEMENT STOCK PLEDGE AGREEMENT ("Pledge"), dated February 3, 2004 from American Vantage Media Corporation, a Nevada corporation, (the "Pledgor") to Lee Miller as Pledge Agent (the "Pledge Agent") on behalf of Al...Stock Pledge Agreement • February 18th, 2004 • American Vantage Companies • Services-management services
Exhibit 10.2 ASSUMPTION OF OBLIGATIONS AND PLEDGE AGREEMENT (VIDEO CATALOG) This Assumption of Obligations and Pledge Agreement (this "Agreement") is made and entered into as of March 21, 2005, by and between Genius Products, Inc., a Delaware...Assumption of Obligations and Pledge Agreement • March 25th, 2005 • American Vantage Companies • Services-management services • California
LEASELease • October 29th, 1996 • American Casino Enterprises Inc /Nv/ • Services-management services • Nevada
Exhibit 10.3 ASSIGNMENT, ASSUMPTION AND PLEDGE AGREEMENT This Assignment, Assumption and Pledge Agreement (this "Agreement") is made and entered into as of March 21, 2005, by and between Genius Products, Inc., a Delaware corporation ("Pledgee"), and...Assignment, Assumption and Pledge Agreement • March 25th, 2005 • American Vantage Companies • Services-management services • California
RECITALSResale and Voting Agreement • March 25th, 2005 • American Vantage Companies • Services-management services • Delaware
AMERICAN VANTAGE COMPANIES 7674 WEST LAKE MEAD BOULEVARD LAS VEGAS, NEVADA 89128American Vantage Companies • November 13th, 2002 • Services-management services
This letter shall serve to confirm and memorialize my agreement, in my capacity as Chairman of the Compensation Committee (the "Compensation Committee") of the Board of Directors of American Vantage Companies ("AVC"), with you, in your capacity as an officer and employee of AVC, that, notwithstanding the terms of paragraph 2(c) of the Employment Agreement, dated as of April 1, 2002 (the "Employment Agreement"), between AVC and you, that the term of the Employment Agreement be extended until November 30, 2002 on the same terms and conditions as are set forth in the Employment Agreement, with the exception of said paragraph 2(c). It is agreed among us that the reason for such extension is provide AVC, acting through the Compensation Committee, and you ample time to negotiate, execute and deliver a new employment agreement between AVC and you for a term to expire on March 31, 2005, or such other date as may mutually be agreed upon.
