Underwriting AgreementDigital Cinema Destinations Corp. • April 10th, 2012 • Services-motion picture theaters • New York
ContractDigital Cinema Destinations Corp. • April 10th, 2012 • Services-motion picture theaters • New York
_______________________ BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT (DEFINED BELOW) TO ANYONE OTHER THAN (I) AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF _______________________ OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
DC Cinema Centers Letterhead]Asset Purchase Agreement • April 10th, 2012 • Digital Cinema Destinations Corp. • Services-motion picture theaters • Pennsylvania
Reference is made to that certain Asset Purchase Agreement, dated as of May 3, 2011, by and among Cinema Supply, Inc., a Pennsylvania corporation, doing business as Cinema Centers (“Seller”), Marvin Troutman, Doris Troutman, DC Cinema Centers, LLC, a Delaware limited liability company (“Buyer”), McNees Wallace & Nurick LLC, as Escrow Agent, and solely with respect to Sections 2.b(a), 2.8, 2.9 and 2.10 thereof, Gina DiSanto, Trudy Withers and Van Troutman, as amended by that certain Amendment to Asset Purchase Agreement, dated as of June 30, 2011 (as amended, the “Agreement”). All capitalized terms used herein and not otherwise defined have the same meanings specified in the Agreement.
