WITNESSETH:Consulting Agreement • November 19th, 2002 • Zenascent Inc • Sporting & athletic goods, nec • New York
Exhibit 10.20 SUBSCRIPTION AGREEMENT Hippo, Inc. 4400 N. Federal Highway Suite 210 Boca Raton, Florida 33431 Attn: Mr. Paul Berger Re: Purchase of Notes and Warrants ------------------------------ Gentlemen: 1. (a) The undersigned hereby subscribes...Subscription Agreement • July 7th, 1998 • Outlook Sports Technology Inc • Delaware
SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement"), is entered into and made effective as of June 28, 2005, by and between CKRUSH ENTERTAINMENT, INC., a Delaware corporation with its principal place of business located at 1414 Avenue of the...Security Agreement • July 5th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New Jersey
EXHIBIT 10 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement"), dated as of the 13th day of February, 2006, is entered by and between Ckrush, Inc., a Delaware corporation (the "Company"), located at 1414 Avenue of the...Executive Employment Agreement • February 17th, 2006 • Ckrush, Inc. • Sporting & athletic goods, nec • New York
OPERATING AGREEMENT OF CKRUSH DISTRIBUTION, LLC A DELAWARE LIMITED LIABILITY COMPANYOperating Agreement • May 31st, 2006 • Ckrush, Inc. • Sporting & athletic goods, nec • Delaware
NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE STATE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Cedric Kushner Promotions Inc • December 27th, 2005 • Sporting & athletic goods, nec
Exhibit 10.40 WARRANT AGREEMENT WARRANT AGREEMENT dated as of _______________,1998 (and effective as of ______________, 1998) between Outlook Sports Technology, Inc., a corporation organized under the laws of the State of Delaware (the "Company"), and...Warrant Agreement • October 8th, 1998 • Outlook Sports Technology Inc • Sporting & athletic goods, nec • Georgia
SUBSCRIPTION AGREEMENT May __, 2005 Ckrush Entertainment, Inc. 1414 Avenue of the Americas Suite 406 New York, New York 10019 Ladies and Gentlemen: 1. Subscription. The undersigned (referred to herein as the "undersigned" or the "Investor") hereby...Subscription Agreement • July 5th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
EXHIBIT 10.30 CONSULTING AGREEMENT AGREEMENT, effective of the 1st day of July 1999 (the "Agreement"), by and between Gary A. Rogers (the "Consultant") and Outlook Sports Technology, Inc. (the "Company"), with its principal offices located at 100...Consulting Agreement • October 29th, 1999 • Outlook Sports Technology Inc • Sporting & athletic goods, nec • New York
ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF KUSHNERExchange Agreement • June 25th, 2004 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
AMENDMENT NO. 1 TO THE CLASS A COMMON STOCK AND INSTALLMENT PAYMENT AGREEMENT AMENDMENT NO. 1 TO THE CLASS A COMMON STOCK AND INSTALLMENT PAYMENT AGREEMENT, dated as of June 30, 2005 (this "Amendment"), to the Class A Common Stock and Installment...Cedric Kushner Promotions Inc • July 14th, 2005 • Sporting & athletic goods, nec
ZENASCENT, INC. 1 Montauk Highway Southampton, NY 11968Letter Agreement • November 19th, 2002 • Zenascent Inc • Sporting & athletic goods, nec • New York
AMENDMENT TO LEASE #2Lease • July 7th, 1998 • Outlook Sports Technology Inc
SECURITY AGREEMENT Hippo, Inc. (the "Debtor") hereby grants to Stanley Berger (the "Secured Party") a security interest in all of its accounts receivable, whether now existing or hereafter arising, and all proceeds of such receivables to secure the...Security Agreement • July 7th, 1998 • Outlook Sports Technology Inc
CONSULTING AGREEMENT -------------------- This Consulting Agreement (the "Agreement") is made this 24th day of September, 2005, by and between Cedric Kushner Promotions, Inc. and Ckrush Sports, Inc., on the one hand (the "Company"), each having an...Consulting Agreement • October 6th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
Exhibit 10.25 SUBLEASE AGREEMENT The parties agree as follows: Date of this July 12, 1996 Sublease: Parties to this Overtenant: Tom Rochon Sublease: Address for notices: 100 Grand Street, 6th floorSublease Agreement • July 7th, 1998 • Outlook Sports Technology Inc
ZENASCENT, INC. WARRANT TO PURCHASE COMMON STOCKZenascent Inc • May 15th, 2002 • Sporting & athletic goods, nec • New York
CONSULTING AGREEMENT -------------------- THIS AGREEMENT (this "Agreement") is made effective as of the 12th day of October, 2006, between Joe Abrams (the "Consultant"), and Ckrush, Inc., a Delaware corporation (the "Company"). WHEREAS, the Company...Consulting Agreement • October 17th, 2006 • Ckrush, Inc. • Sporting & athletic goods, nec • New York
EXHIBIT 10.37 THIS WARRANT AND THE UNDERLYING SHARES OF COMMON STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND, IF EXERCISED, THE UNDERLYING...Cedric Kushner Promotions Inc • June 25th, 2004 • Sporting & athletic goods, nec • New York
BY AND AMONGAgreement and Plan of Merger • September 21st, 2001 • Fusion Fund Inc /De/ • Sporting & athletic goods, nec • New York
REPRESENTATIVE'S WARRANT AGREEMENTWarrant Agreement • February 11th, 1999 • Outlook Sports Technology Inc • Sporting & athletic goods, nec • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made and entered into as of the first day of February 1, 2001, by and between ZENASCENT, INC., a Delaware corporation maintaining its principal offices at 1 World Trade Center, Suite 7967, New York,...Employment Agreement • April 29th, 2002 • Zenascent Inc • Sporting & athletic goods, nec • New York
REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement is made and entered into as of November 1, 2005 (this "Agreement"), by and between Cedric Kushner Promotions, Inc., a Delaware corporation (the "Company"),...Registration Rights Agreement • December 27th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
RECITALS:Note and Warrant Purchase Agreement • August 13th, 2004 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
EXHIBIT 10.40 THIS WARRANT AND THE UNDERLYING SHARES OF COMMON STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND, IF EXERCISED, THE UNDERLYING...Cedric Kushner Promotions Inc • June 25th, 2004 • Sporting & athletic goods, nec • New York
EXHIBIT 10.55 CONSULTANT AGREEMENT This CONSULTANT AGREEMENT ("Agreement") is made as of this 24th day of March, 2004, by and among Cedric Kushner Promotions, Inc. (the "Company"), a Delaware corporation with an address at 1414 Avenue of the Americas,...Consultant Agreement • June 25th, 2004 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New York
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION...Conversion Agreement • June 21st, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec
COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP ______________ INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE -------------------------- ------------------------------------------------------ THIS IS TO CERTIFY THAT is the owner of...Outlook Sports Technology Inc • July 7th, 1998
transferable only on the books of the Corporation by the holder hereof in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate and the shares represented hereby are issued under and subject to the laws of the State of Delaware and to the Certificate of Incorporation and Bylaws of the Corporation, all as in effect from time to time. This Certificate is not valid until countersigned and registered by the Transfer Agent and Registrar.
Exhibit 4.1 TERM SHEET FOR MODIFICATION OF LOAN AND CONSULTING ARRANGEMENTS BY AND AMONG LIVINGSTON INVESTMENTS, LLC ("LIVINGSTON"), MACKIN CHARITABLE REMAINDER TRUST ("TRUST"), CEDRIC KUSHNER PROMOTIONS, INC. ("CKP"), CEDRIC KUSHNER PROMOTIONS, LTD....Cedric Kushner Promotions Inc • February 15th, 2005 • Sporting & athletic goods, nec
RECITALS:Pledge and Escrow Agreement • July 5th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New Jersey
EXHIBIT 10.56 DEBT SETTLEMENT AGREEMENT This Debt Settlement Agreement is made as of January 23, 2005 between Yeend & Castaneda, LLP, a Florida limited liability partnership ("Y&C") and Cedric Kushner Promotions, Inc., including its subsidiaries and...Debt Settlement Agreement • May 13th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • Florida
Exhibit 10.11 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement"), dated as of May 1, 2002, is between ZENASCENT, INC., a corporation organized under the laws of the State of Delaware, whose address is 1 Montauk Highway, Southampton, NY...Consulting Agreement • May 15th, 2002 • Zenascent Inc • Sporting & athletic goods, nec • New York
EXHIBIT 10.47 CONSULTING AGREEMENT AGREEMENT, effective of the day of , 2002 (the "Agreement"), by and between BULLDOG ENTERTAINMENT LLC (the "Consultant"), a New Jersey limited liability company having an address at 293 Eisenhower Parkway, Suite 250,...Consulting Agreement • June 25th, 2004 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec • New Jersey
Granted byOutlook Sports Technology Inc • October 8th, 1998 • Sporting & athletic goods, nec
AMENDMENT NO. 1 TO GUARANTY AND PLEDGE AGREEMENT AMENDMENT NO. 1 TO GUARANTY AND PLEDGE AGREEMENT, dated as of June 30, 2005 (this "Amendment"), to the Guaranty and Pledge Agreement, dated as of June 30, 2004 (as so amended, and as it in the future...Guaranty and Pledge Agreement • July 14th, 2005 • Cedric Kushner Promotions Inc • Sporting & athletic goods, nec
