As of January 1, 1997 Mr. Thomas Kenney 26 Woodfield Road Pomona, New York 10970 Dear Mr. Kenney: This is to confirm our agreement that, effective as of January 1, 1997, the Employment Agreement between us dated as of January 1, 1995 (the "Agreement")...4 Kids Entertainment Inc • March 31st, 1997 • Patent owners & lessors
4KIDS ENTERTAINMENT, INC. and CONTINENTAL STOCK TRANSFER & TRUST CO. as Rights Agent RIGHTS AGREEMENT Dated as of August 15, 2007Rights Agreement • August 16th, 2007 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
RIGHTS AGREEMENT dated as of August 15, 2007, between 4Kids Entertainment, Inc., a New York corporation (the “Company”), and Continental Stock Transfer & Trust Co., a New York corporation, as Rights Agent (the “Rights Agent”).
JOINT FILING AGREEMENTJoint Filing Agreement • January 6th, 2009 • 4 Kids Entertainment Inc • Patent owners & lessors
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
4LICENSING CORPORATION NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • March 28th, 2013 • 4Licensing Corp • Patent owners & lessors • Delaware
THIS AGREEMENT is made this 27th day of February, 2013 (the “Grant Date”) between 4Licensing Corporation, a Delaware corporation (the “Company”), and Duminda DeSilva (the “Optionee”).
ContractEmployment Agreement agreement • March 16th, 2006 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
EMPLOYMENT AGREEMENT AGREEMENT dated as of July 1, 2003 between 4Kids Entertainment Licensing, Inc. with offices at 1414 Avenue of the Americas, New York, New York 10019 (“Employer”), and Brian Lacey, 419 East 57th Street, New York, New York 10022 (“Employee”). W I T N E S S E T H : WHEREAS, Employer desires to retain the services of Employee and Employee desires to be employed by Employer upon the terms and conditions hereinafter set forth; NOW, THEREFORE, in consideration of the covenants herein contained, the parties hereto agree as follows: 1. Employment and Duties.
ContractEmployment Agreement agreement • July 11th, 2007 • 4 Kids Entertainment Inc • Patent owners & lessors • California
EXHIBIT 10.1 Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as “*.” A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. EMPLOYMENT AGREEMENT AGREEMENT dated as of December 11, 2006 (the “Effective Date”) between TC Digital Games LLC with offices at 162 S. Rancho Santa Fe Road, Suite B-30 Encinitas, CA 92024 (“Employer”), and Bryan C. Gannon (“Employee”), 162 S. Rancho Santa Fe Road, Suite B-30 Encinitas, CA 92024 . W I T N E S S E T H : WHEREAS, Employer desires to retain the services of Employee and Employee desires to be employed by Employer upon the terms and conditions hereinafter set forth; NOW, THEREFORE, in consideration of the covenants herein contained, the parties hereto agree as follows: 1. Employment and Duties. Employer hereby employs Employee and Employee hereby agrees to serve as Pres
4KIDS ENTERTAINMENT, INC. SEVERANCE AGREEMENT. Severance Agreement • October 21st, 2009 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
THIS AGREEMENT (“Agreement”) dated as of October 14, 2009, is made and entered by and between 4Kids Entertainment, Inc., a New York corporation (“Company”) with offices located at 1414 Avenue of the Americas, New York, NY 10019, 4Kids Entertainment Licensing, Inc. (“Employer") with offices located at 1414 Avenue of the Americas, New York, NY 10019 and Bruce Foster, 1414 Avenue of the Americas, New York, NY 10019 (‘Employee”).
ASSET PURCHASE AGREEMENT by and among 4KIDS ENTERTAINMENT, INC. and KIDSCO MEDIA VENTURES LLC, Dated as of April 25, 2012Asset Purchase Agreement • May 15th, 2012 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
THIS ASSET PURCHASE AGREEMENT is made and entered into as of April 25, 2012 (this “Agreement”), by and among 4Kids Entertainment, Inc., a New York corporation, and its subsidiaries which are debtors in the Bankruptcy Case (as defined below) (collectively, “Seller”), and Kidsco Media Ventures LLC, a Delaware limited liability company (“Purchaser”).
October 14, 20094 Kids Entertainment Inc • October 21st, 2009 • Patent owners & lessors
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 17th, 2008 • 4 Kids Entertainment Inc • Patent owners & lessors • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement”) is entered into as of the 18th day of December, 2007 by and among TC Digital Games LLC, a Delaware limited liability company with offices at 12481 High Bluff Drive, San Diego, CA 92130 (the “Company”), Chaotic USA Entertainment Group, Inc., with offices at 3830 Valley Center Drive, Suite 705-405, San Diego, CA 92130 (“Seller”) and 4Kids Digital Games, Inc., a Delaware Corporation with offices at 1414 Avenue of the Americas, New York, NY 10019 (“Purchaser”). The Company, Purchaser and Seller are individually herein referred to as a “Party” and collectively, the “Parties”).
Contract4 Kids Entertainment Inc • August 14th, 2003 • Patent owners & lessors
June 16, 2003 Norman J. Grossfeld 53 West 23rd Street, New York, New York 10010 Re: Employment Agreement Dear Mr. Grossfeld: I refer you to your Employment Agreement dated as of January 1, 2002 with 4Kids Productions, Inc. ("Employer"). This letter confirms that Employer and you have agreed to amend the Employment Agreement by deleting Subparagraph 10(f)(ii) in its entirety and substituting for such Subparagraph the following revised Subparagraph 10(f)(ii):
OPERATING AGREEMENT OF TC DIGITAL GAMES LLC A Delaware Limited Liability CompanyOperating Agreement • March 16th, 2007 • 4 Kids Entertainment Inc • Patent owners & lessors • Delaware
Exhibit 10(aa) As of January 1, 1997 Mr. Joseph P. Garrity 21 Shoshone Drive Katonah, New York 10536 Dear Mr. Garrity: This is to confirm our agreement that, effective as of January 1, 1997, the Employment Agreement between us dated as of June 3, 1991...4 Kids Entertainment Inc • March 31st, 1997 • Patent owners & lessors
JOINT FILING AGREEMENTJoint Filing Agreement • February 12th, 2010 • 4 Kids Entertainment Inc • Patent owners & lessors
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
INTELLECTUAL PROPERTY AGREEMENTIntellectual Property Agreement • March 15th, 2013 • 4Licensing Corp • Patent owners & lessors • Texas
This INTELLECTUAL PROPERTY AGREEMENT ("Agreement") is effective as of February 14, 2013 (the "Effective Date"), between Pinwrest Development Group, LLC, a limited liability company formed under the laws of the State of Delaware ("Licensor") and Mark Dodd ("Licensee"). Licensor and Licensee are sometimes referred to herein individually as, "Party" and collectively as, the "Parties." Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the APA (as defined below).
October 20, 2009Letter Agreement • March 16th, 2010 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
This letter agreement ("Letter Agreement") shall supplement the Termination, Assignment and Release Agreement (" Termination Agreement") dated as of the 20th day of October 2009, by and among Mirage, 4Kids and Purchasers.
ContractEmployment Agreement agreement • December 21st, 2006 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT AGREEMENT dated as of December 15, 2006 between 4Kids Entertainment Licensing, Inc. with offices at 1414 Avenue of the Americas, New York, New York 10019 (“Employer”) and Alfred R. Kahn, 1414 Avenue of the Americas, New York, New York 10019 (“Employee”). W I T N E S S E T H : WHEREAS, Employer and Employee previously entered into an Employment Agreement dated as of March 12, 1991 (“Prior Agreement”), which Prior Agreement was amended from time to time; and WHEREAS, Employer and Employee have previously entered into an Amended and Restated Employment Agreement dated as of January 1, 2002 (the “Amended Agreement”); and WHEREAS, Employer and Employee wish to further amend and restate the Amended Agreement by entering into this Second Amended and Restated Employment Agreement (the “Agreement”) on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the covenants herein contained, the parties hereto agree as follows:
THE CW NETWORK, LLC- 4KIDS ENTERTAINMENT, INC. SATURDAY MORNING PROGRAMMING BLOCK TERM SHEET4 Kids Entertainment Inc • March 17th, 2008 • Patent owners & lessors • New York
This term sheet (“Term Sheet”) will confirm the material terms of the agreement entered into as of September 26, 2007, between 4Kids Entertainment, Inc., 1414 Avenue of the Americas, New York, NY 10019 (“Company”) and The CW Network, LLC, 3300 West Olive Ave., Burbank, CA 91505 (“The CW”) with respect to the children’s programming block (the “Block”) broadcast on the CW network.
AMENDMENTSecurities Purchase Agreement • October 29th, 2015 • 4Licensing Corp • Patent owners & lessors • New York
Pursuant to the Securities Purchase Agreement, dated as of March 25, 2014, by and among 4Licensing Corporation (the “Company”), Prescott Group Aggressive Small Cap Masterfund, GP (“Prescott”) and the other parties thereto, the Company issued Prescott a promissory note (the “Note”) in the principal amount of $1,500,000. In accordance with the terms of the Note, the Note (i) currently matures on March 25, 2016 (the “Maturity Date”) and (ii) requires that, in the event the Company elects to prepay the Note in whole at any time prior to the Maturity Date, the Company may do so for 125% of the entire outstanding principal balance of the Note, plus any and all unpaid accrued interest thereon to, but excluding, the date of such prepayment (the “Prepayment Penalty”). In accordance with Section 6.2 of the Note, Prescott hereby irrevocably agrees, for good and valuable consideration provided for in the Security Agreement in the form attached hereto as Exhibit A, that the terms of the Note shall
ContractEmployment Agreement • February 5th, 2007 • 4 Kids Entertainment Inc • Patent owners & lessors
Dated as of January 30, 2007 Bruce R. Foster 1414 Avenue of the Americas New York, New York 10019 Re: Employment Agreement Dear Bruce: I refer you to your Employment Agreement dated December 1, 2005 (the “Employment Agreement”) with 4Kids Entertainment Licensing, Inc. (“Employer”). This letter hereby amends the Employment Agreement as follows: 1. Paragraph 2 (a) of your Employment Agreement is hereby deleted in its entirety and replaced by the following: “(a) The term of Employee’s employment hereunder (“Term”) shall commence on December 1, 2005 and shall continue until December 31, 2009 unless terminated as provided in Paragraph 10 of this Agreement.” 2. Paragraph 2 (b) of your Employment Agreement is hereby deleted in its entirety and replaced by the following:
JOINT FILING AGREEMENTJoint Filing Agreement • May 7th, 2010 • 4 Kids Entertainment Inc • Patent owners & lessors
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated May 7, 2010 (including amendments thereto) with respect to the shares of Common Stock of 4Kids Entertainment, Inc., a New York corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
COMMON STOCK PURCHASE WARRANT 4LICENSING CORPORATION4Licensing Corp • March 28th, 2014 • Patent owners & lessors
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on March [__], 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from 4Licensing Corporation, a Delaware corporation (the “Company”), up to [____] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
December 31, 20094 Kids Entertainment Inc • January 7th, 2010 • Patent owners & lessors
Contract4 Kids Entertainment Inc • March 8th, 2006 • Patent owners & lessors
EXHIBIT 99.2 March 2, 2006 Samuel R. Newborn 1414 Avenue of the Americas New York, New York 10019 Re: Employment Agreement Dear Samuel: I refer you to your Employment Agreement dated January 1, 2002 with 4Kids Entertainment Licensing, Inc. (“Employer”) as amended by a letter agreement dated June 16, 2003 (collectively the “Employment Agreement”). This letter hereby further amends the Employment Agreement as follows: 1. Paragraph 2 (a) of your Employment Agreement is hereby deleted in its entirety and replaced by the following:
December 31, 2009Employment Agreement • January 7th, 2010 • 4 Kids Entertainment Inc • Patent owners & lessors
SECURITIES PURCHASE AGREEMENT Dated as of March 25, 2014 by and among 4LICENSING CORPORATION, CLEVELAND CAPITAL, L.P., PRESCOTT GROUP AGGRESSIVE SMALL CAP MASTERFUND, GP and, solely for purposes of Section 5.3, THE GUARANTORS LISTED ON ANNEX ISecurities Purchase Agreement • March 28th, 2014 • 4Licensing Corp • Patent owners & lessors • New York
This Securities Purchase Agreement (this “Agreement”), is made as of March 25, 2014, by and among 4Licensing Corporation (the “Company”), Cleveland Capital, L.P. (“Cleveland Capital”), Prescott Group Aggressive Small Cap Masterfund, GP (“Prescott Group”, and together with Cleveland Capital, “Buyers”), and, solely for purposes of Section 5.3, the Guarantors list on Annex I (the “Guarantors”).
FIRST AMENDMENT TO RIGHTS AGREEMENT Dated as of June 23, 2008 between 4KIDS ENTERTAINMENT, INC. and CONTINENTAL STOCK TRANSFER & TRUST CO. as Rights Agent amending the RIGHTS AGREEMENT Dated as of August 15, 2007Rights Agreement • June 25th, 2008 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
This FIRST AMENDMENT TO RIGHTS AGREEMENT, dated as of June 23, 2008 (this “Amendment”), is entered into between 4Kids Entertainment, Inc., a New York corporation (the “Company ”), and Continental Stock Transfer & Trust Co., a New York corporation, as Rights Agent (the “ Rights Agent”).
ContractIndemnification Agreement • November 16th, 2005 • 4 Kids Entertainment Inc • Patent owners & lessors • New York
Exhibit 99.1 INDEMNIFICATION AGREEMENT (the “Agreement”) dated BLANK (the “Agreement Date”) by and between 4 KIDS ENTERTAINMENT, INC., a New York corporation (including any successors thereto, the “Company”) and BLANK (“Indemnitee”). Competent and experienced persons are reluctant to serve or to continue to serve corporations as directors, officers, or in other capacities unless they are provided with adequate protection through insurance or indemnification (or both) against claims and actions against them arising out of their service to, and activities on behalf of, those corporations. The Board of Directors of the Company (the “Board”) has determined that the continuation of present trends in litigation will make it more difficult to attract and retain competent and experienced persons, that this situation is detrimental to the best interests of the Company’s stockholders, and that the Company should act to assure its directors and officers that there will be increased certainty
February , 1997 Mr. Alfred R. Kahn 205 West 57th Street New York, New York 10019 Dear Mr. Kahn: This is to confirm our agreement that, effective as of the date hereof, the Employment Agreement between us dated as of March 12, 1991 (the "Agreement") is...4 Kids Entertainment Inc • March 31st, 1997 • Patent owners & lessors
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 11th, 2015 • 4Licensing Corp • Patent owners & lessors
This First Amendment to Securities Purchase Agreement (“First Amendment”) is made this 11th day of September, 2015, by and between 4Licensing Corporation (the “Company”), and the Leslie G. Rudd Living Trust U/A/D March 31, 1999 (“Buyer”).
ContractGeneral Release Agreement • May 10th, 2006 • 4 Kids Entertainment Inc • Patent owners & lessors
General Release Agreement of Steven M. Grossman This General Release Agreement (“Release Agreement”) is entered into as of April 6, 2006, by Steven M. Grossman, residing at XX XXXXXXX XXXXXXXXX (“Grossman”). WHEREAS, Grossman and 4Kids Entertainment, Inc. (“the Company”) are parties to the Executive Employment Agreement dated June 30, 2005, by which Grossman was employed commencing September 1, 2005 (“Agreement” or “Executive Employment Agreement”); WHEREAS, the employment of Grossman terminated effective as of April 6, 2006; WHEREAS, conditioned upon Grossman’s execution of this Release Agreement, the termination of Grossman’s employment will be deemed to be pursuant to Section 6.3 of the Executive Employment Agreement; and WHEREAS, Grossman has read and given due and knowing consideration to all provisions and recitals of this Release Agreement; NOW, THEREFORE, in consideration of the terms and conditions of his Agreement, Grossman hereby executes and delivers to the Company this Rel
SECURITIES PURCHASE AGREEMENT Dated as of January 30, 2015 by and between 4LICENSING CORPORATION and LESLIE G. RUDD LIVING TRUSTSecurities Purchase Agreement • February 5th, 2015 • 4Licensing Corp • Patent owners & lessors • New York
This Securities Purchase Agreement (this “Agreement”), is made as of January 30, 2015, by and between 4Licensing Corporation (the “Company”) and the Leslie G. Rudd Living Trust (“Buyer”).
Contract4 Kids Entertainment Inc • November 10th, 2008 • Patent owners & lessors
FIRST AMENDMENT dated as of September 15, 2008 to the TC Websites LLC (“TC Websites”) Operating Agreement dated as of December 11, 2006 (the “OA”) among 4Kids Websites, Inc. ("4Kids"), Chaotic USA Entertainment Group, Inc. ("CUSA"), Bryan C. Gannon and John T. Milito.
THE CW NETWORK, LLC- 4KIDS ENTERTAINMENT, INC. SATURDAY MORNING PROGRAMMING BLOCK TERM SHEET4 Kids Entertainment Inc • June 30th, 2010 • Patent owners & lessors • California
This term sheet (“Term Sheet”) will confirm the material terms of the agreement entered into as of October 1, 2007, amended as of June 23, 2010, between 4Kids Entertainment, Inc., 1414 Avenue of the Americas, New York, NY 10019 (“Company”) and The CW Network, LLC, 3300 West Olive Ave., Burbank, CA 91505 (“The CW”) with respect to the children’s programming block (the “Block”) broadcast on The CW’s network. The amendments to the Term Sheet will be deemed to be effective and of full force and effect as of September 1, 2009.
EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2013 • 4Licensing Corp • Patent owners & lessors • New York
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of the 21st day of March 2013, by and between 4Licensing Corporation, a Delaware corporation (the "Employer"), and Bruce Foster (the "Executive"), with effect from the effective date (the “Effective Date”) of the Bankruptcy Plan (as defined below).
