REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2011 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • Massachusetts
Registration Rights Agreement (the “Agreement”), dated as of November 1, 2011, by and between Platinum Studios, Inc., a corporation organized under the laws of California, USA with its principal executive office at 2029 South Westgate Avenue, Los Angeles, CA 90025 (the “Company”), and Dutchess Opportunity Fund, II, LP, a Delaware Limited Partnership, with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the “Investor”).
INVESTMENT AGREEMENTInvestment Agreement • November 14th, 2011 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • Massachusetts
INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of November 1, 2011 by and between Platinum Studios, Inc., a California corporation (the "Company"), and Dutchess Opportunity Fund, II, LP, a Delaware Limited Partnership (the "Investor").
SUBSCRIPTION AGREEMENTSubscription Agreement • September 4th, 2007 • Platinum Studios, Inc. • California
SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between Platinum Studios, Inc., a California corporation (the “Company”), and the undersigned (the “Subscriber”).
Ingram Periodicals Inc. Publisher Distribution AgreementPlatinum Studios, Inc. • October 31st, 2007 • Services-computer programming, data processing, etc. • Tennessee
IPI shall have the distribution rights to KISS 4K of Publisher's titles, to service any Barnes & Noble, Inc., Gander Mountain, Hastings, Jo-Ann's, or any Canadian or U.S. account who wishes to order above title(s) through IPI.Publisher shall provide IPI with written notification of any new or acquired title and IPI will have ten (10) business days to notify Publisher in writing whether or not IPI will distribute the title.
DISTRIBUTION AGREEMENTDistribution Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • California
The Distribution Agreement (the "Agreement") is entered into as of March 2007 (the "Execution Date") but effective as or January 1, 2007 (the Effective Date") between Platinum Studios, Inc. ("Platinum") and Top Cow Productions, Inc. ("Top Cow"), with reference to the following:
OPTION AGREEMENTOption Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • California
This document confirms the terms and conditions of the agreement (the "Agreement") between Platinum Studios, LLC ("Producer") and Top Cow Productions, Inc. ("Owner") with respect to Producer's option to acquire certain rights in and to all "Subject Properties" (as defined below):
Re: "UNIQUE" / PLATINUM STUDIOS LLC / OPTION /ACQUISITION OF RIGHTSMemorandum of Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc.
Reference is hereby made to the agreement ("Agreement") dated as of December 11, 2003, between WALT DISNEY PICTURES ("WDP") and PLATINUM STUDIOS LLC ("Owner") for WDP's option to acquire all right, title and interest in and to the unpublished graphic novel written and owned by Owner entitled "UNIQUE" (formerly entitled "JAUNT") in connection with a possible Motion Picture based thereon tentatively entitled "UNIQUE" (the "Picture").
As of January 10, 2008Platinum Studios, Inc. • May 15th, 2008 • Periodicals: publishing or publishing & printing
Reference is made to the agreement, dated as of January 10, 2008, between Platinum Studios ("Platinum") and Hyde Park Entertainment, Inc. ("HPE") (the "Agreement") with respect to the proposed theatrical motion picture presently entitled "DEAD OF NIGHT" (the "Picture").
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • July 7th, 2009 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is entered into and effective as of the June 30, 2009, by and between Platinum Studios, Inc., a California corporation, with offices at 11400 West Olympic Blvd., 14th Floor, Los Angeles, CA 90064 (“Seller”), and Wowio LLC, a Texas limited liability company, with offices at 2525 Driscoll Street Houston, TX 77019 (“Purchaser”), pursuant to that certain Securities Purchase Agreement, dated as of June 30, 2009, by and among Seller, Purchaser, Wowio, LLC, a Pennsylvania limited liability corporation (the “Wowio Penn”) and Brian Altounian, the managing member of Purchaser (the “Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the same meanings set forth for such terms in the Purchase Agreement.
COVENANT NOT TO COMPETECompete • July 16th, 2008 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
This Covenant Not to Compete (the “Covenant”) is entered into and effective as of July 15, 2008 by and between _________________________________ (“Seller”) and Platinum Studios, Inc., a California corporation (“Purchaser”).
ADDENDUMInvestment Agreement • May 4th, 2010 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing
This Addendum (“Addendum”) to the Investment Agreement dated January 12, 2010 (the "Investment Agreement") between Dutchess Opportunity Fund, II, LP ("Dutchess") and Platinum Studios, Inc., (the "Company") is made this XXth day of March, 2010.
Escape Artists Productions, LLC 10202 West Washington Boulevard Astaire Building, 3`d Floor Culver City, California 90232Platinum Studios, Inc. • October 31st, 2007 • Services-computer programming, data processing, etc. • California
The following terms, and all exhibits attached hereto (all of which are made a part hereof and incorporated herein by this reference), constitute the agreement ("Agreement") between Platinum Studios, LLC, a California limited liability company ("Owner") and Escape Artists Productions, LLC ("Company"), with respect to the unpublished comic book series and related literary materials (except for publication of a comic book "Ashcan Mini Comic" in May of 1997]) entitled "Cowboys and Aliens" ("Work"), created by Scott Mitchell Rosenberg ("Author"), and owned by Owner, and registered for copyright in the United States Copyright Office by Platinum Studios as the copyright claimant on May 19,1997, Entry No. VAU-349-417 and registered for Trademark in the United States Office of Patents and Trademarks on February 24, 1998, as Entry No.2139278.
As of January 10, 2008Platinum Studios, Inc. • May 15th, 2008 • Periodicals: publishing or publishing & printing
This will confirm the basic terms of the agreement between Platinum Studios ("Platinum") and Hyde Park Entertainment, Inc. ("HPE") with respect to the proposed theatrical motion picture presently entitled "DEAD OF NIGHT" (the "Picture"), as follows:
ACQUISITION AGREEMENTAcquisition Agreement • July 16th, 2008 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
This ACQUISITION AGREEMENT (the “Agreement”), is entered into and effective as of July 15, 2008 (the “Closing Date”), by and among the members listed on Schedule A and signatories hereto (each, a “Member,” collectively, the “Members”), and Platinum Studios, Inc., a California corporation (“Purchaser”). Members and Purchaser are sometimes individually or collectively referred to as a “Party” or the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 7th, 2009 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
This Securities Purchase Agreement (the “Agreement”) effective June 30, 2009 (the “Closing Date”), is by and between Platinum Studios, Inc., a California corporation ("Platinum" or “Purchaser”), having its principal offices at 11400 West Olympic Boulevard, 14th Floor, Los Angeles, California 90064; Wowio LLC, a Pennsylvania limited liability (“Wowio Penn”), having its offices at 11400 W. Olympic, 14th Floor, Los Angeles, Wowio LLC, a Texas limited liability company, with offices at 2525 Driscoll Street Houston, TX 77019 (“Wowio Texas”), and Brian Altounian (“Altounian”), an individual, and sole owner of Alliance Acquisitions, Inc., which is the sole member (“ Alliance”) of Wowio Texas.
Co-Development, Financing and Production AgreementFinancing and Production Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • California
The following sets forth the agreement dated as of November 3, 2006 between Platinum Studios, Inc. (“Platinum”) and Arclight International PTY, LTD. (“Arclight”) with respect to the co-development, financing and production of certain motion picture projects (each a “Picture”) based on certain Platinum comic book properties as set forth below. Platinum and Arclight are each a “Party” and collectively the “Parties.”
LICENSE FOR SOFTWARE DEVELOPMENT AND DISTRIBUTION AGREEMENTLicense for Software Development and Distribution Agreement • July 7th, 2008 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
This License Agreement for Software Development and Distribution ("Agreement") is entered into as of June 30, 2008 (the "Effective Date") by and between Platinum Studios, Inc. ("Platinum"), a California corporation, and Brash Entertainment, LLC ("Licensee"), a Delaware limited liability company. All capitalized terms used in this Agreement and the attached Exhibits and Addenda shall be defined terms in the Agreement or in the Glossary Addendum attached hereto.
ContractPlatinum Studios, Inc. • October 31st, 2007 • Services-computer programming, data processing, etc. • California
The following shall constitute the principal terms of a "first look" agreement between the parties identified below, it being the intent of the parties to enter into a more formal, long-form agreement with respect to the option, purchase and sale of any particular property (or properties) as contemplated below, which agreement shall include the terms and conditions provided for herein (where applicable), and such other terms and conditions as are customary for such agreements in the motion picture industry taking into account the stature of Platinum Studios, LLC ("Platinum") and Scott Mitchell Rosenberg therein (including, without limitation, accounting and audit rights provisions, late payment financing charges, related party transactions, etc.) to be negotiated in good faith between the parties.
OPTION AGREEMENTOption Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • California
This Option Agreement is entered into and effective as of September 16, 2006 (the “Effective Date”), by and among Scott Mitchell Rosenberg (“SMR”), RIP Media, Inc. (“RIP”), a corporation wholly owned by SMR, and Platinum Studios, Inc., a California corporation (the “Company”), with reference to the following:
CANCELLATION OF INDEBTEDNESS AGREEMENTCancellation of Indebtedness Agreement • September 4th, 2007 • Platinum Studios, Inc. • California
This Cancellation of Indebtedness Agreement is entered into and effective as of July 1, 2007 (the "Effective Date-). by and between Scott Mitchell Rosenberg ("SMR-), and Platinum Studios, Inc., a California corporation (the "Company"), with reference to the following:
OFFICE LEASE Between DOUGLAS EMMETT 1995, LLC, a Delaware limited liability company as Landlord and PLATINUM STUDIOS, LLC, a California limited liability company as Tenant Dated July 10, 2006Office Lease • September 4th, 2007 • Platinum Studios, Inc. • California
This Office Lease, dated July 10, 2006, is by and between DOUGLAS EMMETT 1995, LLC, a Delaware limited liability company ("Landlord"), with an office at 508 Wilshire Boulevard, Suite 200, Sant'a Monica, California 90401, and PLATINUM STUDIOS, LLC, a California limited liability company ("Tenant"), with an office at 9744 Wilshire Boulevard, Suite 210, Beverly Hills, California 90212.
LICENSING, SERVICES AND SPONSORSHIP AGREEMENTLicensing, Services and Sponsorship Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • Texas
THIS LICENSING, SERVICES AND SPONSORSHIP AGREEMENT (“Agreement”), made and entered into as of this 29th day of May, 2007 (“Effective Date”), by and between AT&T Operations, Inc. (“AT&T”), a Delaware Corporation, having an address at 530 McCullough, San Antonio, TX 78215, and Platinum Studios, Inc. (“Platinum”), a California corporation, with its principal place of business at 11400 West Olympic Boulevard, 14th Floor, Los Angeles, CA 90064.
DIMENSION FILMS New York, New York 10013Platinum Studios, Inc. • October 31st, 2007 • Services-computer programming, data processing, etc.
This letter confirms the agreement reached between Dimension Films, a division of Miramax Film Corp. ("Dimension") and Platinum Studios, LLC ('Platinum") with regard to the comic book series entitled "the Darkness" (the "Property") published by Top Cow Productions, Inc. ("Top Cow"). The parties have agreed as follows:
LOCK-UP/LEAK-OUT AGREEMENTLeak-Out Agreement • July 16th, 2008 • Platinum Studios, Inc. • Periodicals: publishing or publishing & printing • California
THIS LOCK-UP/LEAK-OUT AGREEMENT (the “Agreement”) is made and entered into as of July 15, 2008, between those individuals set forth on Schedule A attached hereto (each, a “Shareholder;” collectively, the “Shareholders”) and Platinum Studios, Inc., a California corporation (the “Company”).
OFFICE LEASE Between DOUGLAS EMMETT 1995, LLC, a Delaware limited liability company as Landlord and PLATINUM STUDIOS, LLC, a California limited liability company as Tenant Dated July 10, 2006Improvement Construction Agreement • October 31st, 2007 • Platinum Studios, Inc. • Services-computer programming, data processing, etc. • California
This Office Lease, dated July 10, 2006, is by and between DOUGLAS EMMETT 1995, LLC, a Delaware limited liability company ("Landlord"), with an office at 508 Wilshire Boulevard, Suite 200, Sant'a Monica, California 90401, and PLATINUM STUDIOS, LLC, a California limited liability company ("Tenant"), with an office at 9744 Wilshire Boulevard, Suite 210, Beverly Hills, California 90212.
