0001760319-20-000115 Sample Contracts

FORM OF PLACEMENT AGENT AGREEMENT January __, 2021
Placement Agent Agreement • December 21st, 2020 • Video River Networks, Inc. • Real estate

This Placement Agent Agreement (“Agreement”) is made by and between Video River Networks, Inc., a Nevada corporation (the “Company”), and one or more placement agents (collectively, the “Placement Agents” and each, a “Placement Agent” as of the date first above written. The Company agrees to engage each of the Placement Agents to assist the Company as its Placement Agents in a non-exclusive capacity in arranging an offering of its Class B Common Stock (the “Class B Common Stock ” of the “Securities”) which will be subject to a registration statement (the “Registration Statement”) on Form S-1 to be filed with the United States Securities and Exchange Commission (the “SEC”), on terms set forth in the Registration Statement with respect to the offering of the Class B Common Stock (the “Offering”). The terms of the Offering will be more fully described in the Registration Statement and the Certificate of Designation filed as an exhibit to the Registration Statement pertaining to the Offeri

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 21st, 2020 • Video River Networks, Inc. • Real estate • Delaware

THIS STOCK PURCHASE AGREEMENT (“Agreement”) is made as of September 15, 2020, between Kid Castle Educational Corporation (“Seller”) and Video River Networks, Inc. (“Buyer”).

DEBT CONVERSION AGREEMENT
Conversion Agreement • December 21st, 2020 • Video River Networks, Inc. • Real estate • California

THIS CONVERSION AGREEMENT (this “Agreement”) is dated as of December 10, 2020 (the “Effective Date”) by and between Video River Networks, Inc. (“Corporation”), a Nevada corporation, Goldstein Franklin, Inc., a California corporation controlled by our President and CEO, Mr. Frank Igwealor, (“Lender”), and Poverty Solutions, Inc. (“P-Solutions”), a California nonprofit organization (the “Beneficiary”). Corporation, Lender and the Beneficiary are sometimes referred to collectively as the Parties.

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