UNDERWRITING AGREEMENT between STRONG GLOBAL ENTERTAINMENT, INC. and THINKEQUITY LLC as Representative of the Several Underwriters STRONG GLOBAL ENTERTAINMENT, INC.Underwriting Agreement • April 7th, 2022 • 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.
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.] FORM OF MANAGEMENT SERVICES AGREEMENT by...Management Services Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • New York
This MANAGEMENT SERVICES AGREEMENT (this “Agreement”), dated as of [ ], 2022, by and between Ballantyne Strong, Inc., a Delaware 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 ‘Ballantyne Asset Transfer Agreement”), between Ballantyne and Strong Technical Services, Inc. (“STS”), a Nebraska corporation (the Ballantyne Asset Transfer Agre
ContractMaster Asset Purchase Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • British Columbia
[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.]
FORM OF PATENT ASSIGNMENTPatent Assignment • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies
This Patent Assignment (the “Patent Assignment”) is effective as of ______, 2022 (the “Effective Date”) by and between Ballantyne Strong, Inc., a Delaware corporation with a place of business at 4201 Congress Street, Suite 175, Charlotte, North Carolina 28209 (“Assignor”), and Strong Technical Services, Inc., a Nebraska corporation with a place of business at 14565 Portal Cir, La Vista, NE 68138 (“Assignee”).
NEC DISPLAY SOLUTIONS OF AMERICA, INC. AUTHORIZED RESELLER AGREEMENTAuthorized 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:
ContractAsset Transfer Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • New York
[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.]
ASSIGNMENT & ATTACHMENT AGREEMENTAssignment & 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:
LEASE 1440, Raoul-Charette Street, City of Joliette, Province of Québec, J6E 8S7Lease Agreement • April 7th, 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;
FORM OF iNDEMNITY Agreement BETWEEN STRONG GLOBAL ENTERTAINMENT INC. – and – [Director / SENIOR OFFICER] [date] INDEMNITY AGREEMENTIndemnification Agreement • April 7th, 2022 • Strong Global Entertainment, Inc • Photographic equipment & supplies • British Columbia
