These securities have not been registered under the United States Securities Act of 1933, as amended (the “US Securities Act”), and may not be offered or sold in the United States or to a U.S. Person (as defined in Regulation S under the US Securities...Peace Arch Entertainment Group Inc • March 17th, 2008 • Services-motion picture & video tape distribution • Ontario
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Peace Arch Entertainment Group Inc. (the “Corporation”) that number of common shares of the Corporation (the “Purchased Shares”) set out under “Subscription and Subscription Information” below at a price of $2.50 per share (the “Subscription Price”). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Common Shares” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that the Corporation and the Agents may rely upon the Subscriber’s representations, warranties and covenants contained in such documents. This subscription is subject to acceptance by the Corporation.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 17th, 2008 • Peace Arch Entertainment Group Inc • Services-motion picture & video tape distribution • California
This Share Exchange Agreement (the “Agreement”) is made and entered into and is effective as of August 29, 2007, by and between PEACE ARCH ENTERTAINMENT GROUP INC. (“PAE”) and JOHN A. FLOCK (“JAF”) with respect to the shares of JOHN FLOCK PRODUCTIONS, INC., A California Corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTDistribution Agreement • March 17th, 2008 • Peace Arch Entertainment Group Inc • Services-motion picture & video tape distribution • California
The Vendors are the registered and beneficial owners of all of the issued and outstanding membership interests (the “Purchased Securities”) of Trinity Home Entertainment, LLC (the “Company”) as set out on Schedule 1.1; and
SHARE PURCHASE AGREEMENTShare Purchase Agreement • March 17th, 2008 • Peace Arch Entertainment Group Inc • Services-motion picture & video tape distribution • Ontario
The Vendors wish to sell to the Purchaser and the Purchaser wishes to purchase from the Vendors the Purchased Shares, upon the terms and subject to the conditions of this Agreement.
PEACE ARCH ENTERTAINMENT GROUP INC. SUBSCRIPTION AGREEMENT FOR COMMON SHARES (United States)Peace Arch Entertainment Group Inc • March 17th, 2008 • Services-motion picture & video tape distribution • Ontario
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Peace Arch Entertainment Group Inc. (the “Corporation”) that number of common shares of the Corporation (the “Purchased Shares”) set out under “Subscription and Subscription Information” below at a price of CDN $2.50 per share (the “Subscription Price”). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Common Shares” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that the Corporation, the Agents and the U.S. Agents may rely upon the Subscriber’s representations, warranties and covenants contained in such documents. This subscription is subject to acceptance by the Corporation.
DEBT SETTLEMENT AGREEMENTDebt Settlement Agreement • March 17th, 2008 • Peace Arch Entertainment Group Inc • Services-motion picture & video tape distribution • Ontario
WHEREAS, for an aggregate consideration of CAD$463,685.00, the Corporation has agreed to issue and the Investor has agreed to accept 277,406 Common Shares ("Shares") in the capital of the Corporation;
PURCHASE AGREEMENTPurchase Agreement • March 17th, 2008 • Peace Arch Entertainment Group Inc • Services-motion picture & video tape distribution • New York
Balsam is the registered and beneficial owner of all the issued and outstanding membership interests of Dream, LLC and wishes to sell such interests to Purchaser and Purchaser wishes to purchase such interests.
