Collectible Concepts Group Inc Sample Contracts

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (January 30th, 2006)

EXHIBIT 4.5 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania January 20, 2006 $6,000 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of New Millennium Capital Partners II, LLC or registered assigns (t

Collectible Concepts Group Inc – STOCK PURCHASE WARRANT (January 30th, 2006)

EXHIBIT 4.6 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 20, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 233,600 Shares of Common

Collectible Concepts Group Inc – SECURITIES PURCHASE AGREEMENT (January 30th, 2006)

EXHIBIT 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of January 20, 2006, by and among Collectible Concepts Group, Inc., a Delaware corporation, with headquarters located at 1600 Lower State Road, Doylestown, Pennsylvania 18901 (the "COMPANY"), and each of the purchasers set forth on the signature pages hereto (the "BUYERS"). WHEREAS: A. The Company and the Buyers are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by the rules and regulations as promulgated by the United States Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "1933 Act"); B. Buyers desire to purchase and the Company desires to issue and sell, upon the terms and conditions set forth in this Agreement (i) 10% convertible secured notes of the Company, in the form attached hereto as EXHIBIT "A", in the aggregate p

Collectible Concepts Group Inc – ASSET PURCHASE AGREEMENT (January 30th, 2006)

EXHIBIT 10.1 ================================================================================ ASSET PURCHASE AGREEMENT by and between COLLECTIBLE CONCEPTS, INC. as the Buyer and PACIFICAP ENTERTAINMENT HOLDINGS, INC. as the Seller Dated on December 21, 2005 (effective date, January 20, 2006) ================================================================================ 1 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF ASSETS AND ASSUMPTION OF LIABILITIES............

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (January 30th, 2006)

EXHIBIT 4.2 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania January 20, 2006 $233,600 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Offshore, Ltd. or registered assigns (the "HOLDER") the sum of $233,600, on January 20, 2009 (the "MATURIT

Collectible Concepts Group Inc – STOCK PURCHASE WARRANT (January 30th, 2006)

EXHIBIT 4.8 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 20, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 47,600 Shares of Commo

Collectible Concepts Group Inc – REGISTRATION RIGHTS AGREEMENT (January 30th, 2006)

EXHIBIT 4.10 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of January 20, 2006, by and among Collectible Concepts Group, Inc., a Delaware corporation with its headquarters located at 1600 Lower State Road, Doylestown, PA 18901 (the "COMPANY"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "INITIAL INVESTORS"). WHEREAS: A. In connection with the Securities Purchase Agreement by and among the parties hereto of even date herewith (the "Securities Purchase Agreement"), the Company has agreed, upon the terms and subject to the conditions contained therein, to issue and sell to the Initial Investors (i) secured convertible notes in the aggregate principal amount of up to Four Hundred Thousand Dollars ($400,000) (the "Notes") that are convertible into shares of the Company's common stock (the "Commo

Collectible Concepts Group Inc – STOCK PURCHASE WARRANT (January 30th, 2006)

EXHIBIT 4.7 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 20, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 112,800 Shares of Common

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (January 30th, 2006)

EXHIBIT 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania January 20, 2006 $112,800 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Qualified Partners, LLC or registered assigns (the "HOLDER") the sum o

Collectible Concepts Group Inc – STOCK PURCHASE WARRANT (January 30th, 2006)

EXHIBIT 4.9 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 20, 2006, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 6,000 Shares of Common

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (January 30th, 2006)

EXHIBIT 4.4 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania January 20, 2006 $47,600 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Partners, LLC or registered assigns (the "HOLDER") the sum of $47,600,

Collectible Concepts Group Inc – PROFESSIONAL SERVICES AGREEMENT (October 20th, 2005)

EXHIBIT 10.4 PROFESSIONAL SERVICES AGREEMENT This Agreement ("Agreement") is made as of this 1st day of September, 2004, between JRT ASSOCIATES, INC., a Virginia corporation (hereinafter "JRT "), with principal offices at 5661 Columbia Pike, Suite 200, Falls Church, Virginia 22041, and COLLECTIVE CONCEPTS GROUP, INC., a Delaware corporation, located at 1600 Lower State Road, Doylestown, Pennsylvania 18901. WHEREAS, Collectible Concepts Group, Inc. (hereinafter the "Company") is desirous of establishing a Joe Theismann Collectibles Line for the purposes of producing and marketing products related to Super Bowl and Championship Rings, autographed products and interactive sports memorabilia; and WHEREAS, the Company is desirous of JRT to provide the services of Joseph Theismann (hereinafter "Theismann") in obtaining an NFL license permitting it to produce and sell various products including but not limited to those listed

Collectible Concepts Group Inc – THIS AGREEMENT is made the 12th day of May, 2005. (October 20th, 2005)

EXHIBIT 10.10 THIS AGREEMENT is made the 12th day of May, 2005. BETWEEN ------- (1) BRAVADO INTERNATIONAL GROUP MERCHANDISING SERVICES, INC. of 330 Seventh Avenue, 2nd Floor, New York, NY 10001 USA ("the Licensor"); and (2) COLLECTIBLE CONCEPTS GROUP, INC. of 1600 Lower State Road, Doylestown, PA 18901, USA ("Licensee"). WHEREAS: (A) The Licensor is the duly authorized licensee of certain merchandising rights relating to the ARENA FOOTBALL LEAGUE and its respective teams ("AFL"). (B) The Licensor and the Licensee have agreed that the Licensee shall be granted certain rights to manufacture and sell certain goods and merchandise incorporating, inter alia the name(s) and/or likeness(es) of the League for the consideration and upon the terms and conditions hereinafter set forth. (C) Words defined in paragraph 14 below shall have the meanings ascribed to them therein. NOW I

Collectible Concepts Group Inc – RE: Consulting Agreement (October 20th, 2005)

EXHIBIT 10.9 [LOGO] January 31, 2005 To: JRT Associates From: Paul S. Lipschutz RE: Consulting Agreement This letter is an addendum to our agreement dated October 10, 2004. Collectible Concepts Group, Inc. hereby agrees that because of the services provided by Mr. Theismann in attaining the NFL license for CCGI, we will also pay 5% (five percent) of sales (as defined by the previous agreement and on the terms of the previous agreement) for NBA sales made by CCGI. Additionally, we will issue options for an additional 3 million shares at .003 (3 mills) good for 3 years from the date of this addendum. /s/ Paul S. Lipschutz --------------------- President

Collectible Concepts Group Inc – RE: Consulting Agreement (October 20th, 2005)

EXHIBIT 10.7 [LOGO] May 4, 2005 To: JRT Associates From: Paul S. Lipschutz RE: Consulting Agreement This letter is an addendum to our agreement dated October 10, 2004. Collectible Concepts Group, Inc. hereby agrees that because of the services provided by Mr. Theismann in attaining the NFL license for CCGI, we will also pay 5% (five percent) of sales (as defined by the previous agreement and on the terms of the previous agreement) for NHL (upon completion of license) sales made by CCGI. Additionally, we will issue options for an additional 3 million shares at .003 (3 mills) good for 3 years from the date of this addendum. /s/ Paul S. Lipschutz --------------------- President

Collectible Concepts Group Inc – RE: Consulting Agreement (October 20th, 2005)

EXHIBIT 10.8 [LOGO] May 4, 2005 To: JRT Associates From: Paul S. Lipschutz RE: Consulting Agreement This letter is an addendum to our agreement dated October 10, 2004. Collectible Concepts Group, Inc. hereby agrees that because of the services provided by Mr. Theismann in attaining the NFL license for CCGI, we will also pay 5% (five percent) of sales (as defined by the previous agreement and on the terms of the previous agreement) for Minor League Baseball (upon completion of license) sales made by CCGI. Additionally, we will issue options for an additional 3 million shares at .003 (3 mills) good for 3 years from the date of this addendum. /s/ Paul S. Lipschutz --------------------- President

Collectible Concepts Group Inc – RE: Consulting Agreement (October 20th, 2005)

EXHIBIT 10.5 [LOGO] May 4, 2005 To: JRT Associates From: Paul S. Lipschutz RE: Consulting Agreement This letter is an addendum to our agreement dated October 10, 2004. Collectible Concepts Group, Inc. hereby agrees that because of the services provided by Mr. Theismann in attaining the NFL license for CCGI, we will also pay 5% (five percent) of sales (as defined by the previous agreement and on the terms of the previous agreement) for Major League Baseball (upon completion of license) sales made by CCGI. Additionally, we will issue options for an additional 3 million shares at .003 (3 mills) good for 3 years from the date of this addendum. /s/ Paul S. Lipschutz ---------------------- President

Collectible Concepts Group Inc – RE: Consulting Agreement (October 20th, 2005)

EXHIBIT 10.6 [LOGO] May 4, 2005 To: JRT Associates From: Paul S. Lipschutz RE: Consulting Agreement This letter is an addendum to our agreement dated October 10,2004. Collectible Concepts Group, Inc. hereby agrees that because of the services provided by Mr. Theismann in attaining the NFL license for CCGI, we will also pay 5% (five percent) of sales(as defined by the previous agreement and on the terms of the previous agreement) for Arena Football sales made by CCGI. Additionally, we will issue options for an additional 3 million shares at .003 (3 mills) good for 3 years from the date of this addendum. /s/ Paul S. Lipschutz --------------------- President

Collectible Concepts Group Inc – RETAIL LICENSE AGREEMENT (October 20th, 2005)

EXHIBIT 10.12 NHL ENTERPRISES, L.P. I 251 AVENUE OF THE AMERICAS, 47TH FLOOR NEW YORK, NEW YORK 10020 TEL: (212) 789-2000 FAX: (212) 789~2020 RETAIL LICENSE AGREEMENT ------------------------ No.: 63954 Date: August 26, 2005 LICENSEE: Collectible Concepts Group, Inc. Tel: 215-491-1075 ADDRESS: 1600 Lower State Road Doylestown, PA 18901 Fax: 215-491-1079 USA Attn: Paul S. Lipschutz NHL ENTERPRISES, L.P. ("NHLE") has the right to license for commercial purposes the use of certain properties of the

Collectible Concepts Group Inc – AMENDMENT (October 20th, 2005)

EXHIBIT 10.11 AMENDMENT --------- Reference is made to the Retail Product License Agreement between Collectible Concepts Group ("LICENSEE") and NBA Properties, Inc. ("NBAP") dated March 4, 2005 (the "Agreement") Capitalized terms not defined herein shall have the meanings ascribed to such terms in the Agreement. A. LICENSEE and NBAP hereby agree to amend the Agreement as follows: 1. The Licensed Product description contained in Paragraph A of the Agreement shall be amended to also authorize LICENSEE to manufacture, distribute, advertise, promote and sell the following team-identified ("Additional Licensed Products") o Foldsigns (R): 19"X13" folding plastic sign 16" diameter folding plastic sign 26"X7" wave folding plastic sign o Fan bracelets o Window scrolls with metal te

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (May 20th, 2005)

EXHIBIT 4.5 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania May 18, 2005 $8,000 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of New Millennium Capital Partners II, LLC

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (May 20th, 2005)

EXHIBIT 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania May 18, 2005 $136,000 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Qualified Partners, LLC or regis

Collectible Concepts Group Inc – REGISTRATION RIGHTS AGREEMENT (May 20th, 2005)

EXHIBIT 4.10 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of May 18, 2005, by and among Collectible Concepts Group, Inc., a Delaware corporation with its headquarters located at 1600 Lower State Road, Doylestown, PA 18901 (the "COMPANY"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "INITIAL INVESTORS"). WHEREAS: A. In connection with the Securities Purchase Agreement by and among the parties hereto of even date herewith (the "Securities Purchase Agreement"), the Company has agreed, upon the terms and subject to the conditions contained therein, to issue and sell to the Initial Investors (i) secured convertible notes in the aggregate principal amount of up to Four Hundred Thousand Dollars ($400,000) (the "Notes") that are convertible into shares

Collectible Concepts Group Inc – EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT (May 20th, 2005)

EXHIBIT 4.8 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 18, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 6,631,579

Collectible Concepts Group Inc – EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT (May 20th, 2005)

EXHIBIT 4.9 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 18, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 947,368 Shares

Collectible Concepts Group Inc – SECURITY AGREEMENT (May 20th, 2005)

EXHIBIT 4.11 SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of May 18, 2005, by and among Collectible Concepts Group, Inc., a Delaware corporation ("Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party"). W I T N E S S E T H: WHEREAS, pursuant to a Securities Purchase Agreement, dated the date hereof between Company and the Secured Party (the "Purchase Agreement"), Company has agreed to issue to the Secured Party and the Secured Party has agreed to purchase from Company certain of Company's 10% Secured Convertible Debentures, due three years from the date of issue (the "Debentures"), which are convertible into shares of Company's Common Stock, par value $.001 per share (the "Common Stock"). In connection therewith, Company shall issue the Secured Party certain Common Stock purchas

Collectible Concepts Group Inc – EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT (May 20th, 2005)

EXHIBIT 4.7 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 18, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 16,105,263

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (May 20th, 2005)

EXHIBIT 4.2 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania May 18, 2005 $200,000 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Offshore, Ltd. or registered ass

Collectible Concepts Group Inc – SECURITIES PURCHASE AGREEMENT (May 20th, 2005)

EXHIBIT 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of May 18, 2005, by and among Collectible Concepts Group, Inc., a Delaware corporation, with headquarters located at 1600 Lower State Road, Doylestown, Pennsylvania 18901 (the "COMPANY"), and each of the purchasers set forth on the signature pages hereto (the "BUYERS"). WHEREAS: A. The Company and the Buyers are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by the rules and regulations as promulgated by the United States Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "1933 Act"); B. Buyers desire to purchase and the Company desires to issue and sell, upon the terms and conditions set forth in this Agreement (i) 10% convertible secured notes of the Company, in the form attached her

Collectible Concepts Group Inc – EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT (May 20th, 2005)

EXHIBIT 4.6 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 18, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. Right to Purchase 23,684,211

Collectible Concepts Group Inc – INTELLECTUAL PROPERTY SECURITY AGREEMENT (May 20th, 2005)

EXHIBIT 4.12 INTELLECTUAL PROPERTY SECURITY AGREEMENT INTELLECTUAL PROPERTY SECURITY AGREEMENT (this "Agreement" dated as of May 18, 2005, by and among Collectible Concepts Group, Inc., a Delaware corporation (the "Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party"). W I T N E S S E T H : WHEREAS, pursuant to a Securities Purchase Agreement, dated the date hereof, between Company and the Secured Party (the "Purchase Agreement"), Company has agreed to issue to the Secured Party and the Secured Party has agreed to purchase from Company certain of Company's 10% Callable Secured Convertible Notes, due three years from the date of issue (the "Notes"), which are convertible into shares of Company's Common Stock, par value $.001 per share (the "Common Stock"). In connection therewith, Comp

Collectible Concepts Group Inc – CALLABLE SECURED CONVERTIBLE NOTE (May 20th, 2005)

EXHIBIT 4.4 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SAID ACT. CALLABLE SECURED CONVERTIBLE NOTE Doylestown, Pennsylvania May 18, 2005 $56,000 FOR VALUE RECEIVED, COLLECTIBLE CONCEPTS GROUP, INC., a Delaware corporation (hereinafter called the "BORROWER"), hereby promises to pay to the order of AJW Partners, LLC or registered assigns

Collectible Concepts Group Inc – CONSULTING SERVICES AGREEMENT (January 14th, 2002)

EXHIBIT 4.2 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement ("Agreement"), dated July 17, 2001, is made by and between Ray Maiwurm, an individual ("Consultant"), whose address is 8106 Damascus Drive, Palm Beach Gardens, FL 33418, and Collectible Concepts Group, Inc., a Delaware corporation, ("Client"), having its principal place of business at 1600 Lower State Road, Doylestown, PA 18901. WHEREAS, Consultant has extensive background with the sports products business and strategic financing issues; WHEREAS, Consultant desires to be engaged by Client to provide information, evaluation and consulting services to the Client in his areas of knowledge and expertise on the terms and subject to the conditions set forth herein; WHEREAS, Client is a publicly held corporation with its common stock shares trading on the Over the Counter Bulletin Board under the ticker symbol "CCGR,"

Collectible Concepts Group Inc – CONSULTING SERVICES AGREEMENT (January 14th, 2002)

EXHIBIT 4.20 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement ("Agreement"), dated January 1 2002 is made by and between Thomas Conard, an individual ("Consultant"), whose address 129 Dill Ave Perkasie Pa 18944 and the corporation, ("Client"), having its principal place of business at 1600 Lower State Road, Doylestown. PA 18901. WHEREAS, Consultant has extensive background in wholesale product distribution: WHEREAS, Consultant desires to be engaged by Client to provide information, evaluation and consulting services to the Client in his areas of knowledge and expertise on the terms and subject to the conditions set forth herein; WHEREAS. Client is a publicly held corporation with its common stock shares trading on the Over the Counter Bulletin Board under the ticker symbol "CCGR," and desires to further develop its business and increase it's common stock share's value by

Collectible Concepts Group Inc – CONSULTING SERVICES AGREEMENT (January 14th, 2002)

EXHIBIT 4.7 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement ("Agreement"), dated January 1 2002 is made by and between Daniel Goldberg, an individual ("Consultant"), whose address is, c/o CCGR 1600 Lower State Rd Doylestown Pa 18901 and Collectible Concepts Group, Inc., a Delaware corporation, ("Client"), having its principal place of business at 1600 Lower State Road, Doylestown. PA 18901. WHEREAS, Consultant has extensive background in financial planning and strategic business planning: WHEREAS, Consultant desires to be engaged by Client to provide information, evaluation and consulting services to the Client in his areas of knowledge and expertise on the terms and subject to the conditions set forth herein; WHEREAS. Client is a publicly held corporation with its common stock shares trading on the Over the Counter Bulletin Board under the ticker symbol "CCGR," and de