0001615774-15-000028 Sample Contracts

Agreement and Plan of Merger dated as of December 26, 2014 and entered into by and among Bling Marketing Inc., a Nevada corporation and NG Acquisition Inc., a California Corporation, and NuGene, Inc., a California corporation, AGREEMENT AND PLAN OF MERGER
Merger Agreement • January 6th, 2015 • Bling Marketing, Inc. • Wholesale-jewelry, watches, precious stones & metals • California

This Agreement and Plan of Merger (this “Agreement”), dated as of December 26, 2014, is entered into by and among Bling Marketing Inc., a Nevada corporation (“Parent”), NG Acquisition Inc., a California corporation wholly owned by Parent (“Sub”), and NuGene, Inc., a California corporation (“Company”), with respect to the following matters:

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LOCK-UP/LEAK-OUT AGREEMENT
Lock-Up/Leak-Out Agreement • January 6th, 2015 • Bling Marketing, Inc. • Wholesale-jewelry, watches, precious stones & metals • California

This Lock-Up/Leak-Out Agreement (this “Agreement”) is made and entered into as of the date set forth in the SPA (as defined below), by and between Bling Marketing, Inc., a Nevada corporation (the “Company”) and the person whose name appears below (the “Shareholder”) (for all purposes hereof, “Shareholder” includes any “affiliate, controlling person of Shareholder, agent, representative or other person with whom Shareholder is acting in concert with), with respect to the following matters:

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BUSINESS TRANSFER AND INDEMNITY AGREEMENT by and between
Business Transfer and Indemnity Agreement • January 6th, 2015 • Bling Marketing, Inc. • Wholesale-jewelry, watches, precious stones & metals • California

THIS BUSINESS TRANSFER AND INDEMNITY AGREEMENT (this “Agreement”), dated as of December__, 2014, is entered into by and among Bling Marketing, Inc., a Nevada corporation (“BMI” or “Company”), Dena Kurland, an individual (“Buyer”), and is made with reference to the following matters:

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LICENSE AGREEMENT
License Agreement • January 6th, 2015 • Bling Marketing, Inc. • Wholesale-jewelry, watches, precious stones & metals • California

THIS LICENSE AGREEMENT (“Agreement”) is made and entered into as of this day of November 2014, between kathy ireland Worldwide, Inc., a California corporation (“Licensor”), and NuGene Inc (“Licensee”), as follows:

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