0001024739-97-000449 Sample Contracts

Common Stock (Par Value $.01 Per Share) UNDERWRITING AGREEMENT ________ , 1997
Warrant Agreement • August 11th, 1997 • Clearview Cinema Group Inc • Services-motion picture theaters • New York
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WITNESSETH:
Consulting and Confidentiality Agreement • August 11th, 1997 • Clearview Cinema Group Inc • Services-motion picture theaters • New Jersey
July 21, 1997 PRIME CHARTER LTD. 810 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: The undersigned has been advised that Prime Charter Ltd., as Representative of the several Underwriters, proposes to enter into an Underwriting...
Clearview Cinema Group Inc • August 11th, 1997 • Services-motion picture theaters

The undersigned has been advised that Prime Charter Ltd., as Representative of the several Underwriters, proposes to enter into an Underwriting Agreement with Clearview Cinema Group, Inc., a Delaware corporation (the "Company"), with respect to the initial public offering (the "Offering") of shares of the common stock, $.01 par value, of the Company (the "Common Stock"). In consideration of the Underwriters' agreement to purchase shares of the Common Stock and to participate in the Offering, and for other good and valuable consideration, the undersigned hereby irrevocably agrees that the undersigned will not, directly or indirectly, without the prior written consent of Prime Charter Ltd., for a period of one year after the date of the Prospectus relating to the Offering sell, offer to sell, solicit an offer to buy, contract to sell, pledge, grant any option for the sale of, or otherwise transfer or dispose of, or cause the transfer or disposition of, any shares of Common Stock or any s

Exhibit 10.65 WAIVER AND CONSENT July 1, 1997
Clearview Cinema Group Inc • August 11th, 1997 • Services-motion picture theaters
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