Amendment to Registration of Securities of a Small-Business Issuer — Form 10-SB
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10SB12G/A Amendment to Registration of Securities of a 92± 398K
Small-Business Issuer
2: EX-10.1.28 Material Contract 9 48K
3: EX-10.1.29 Material Contract 8 45K
4: EX-10.1.30 Material Contract 17 73K
5: EX-10.1.31 Material Contract 10 35K
6: EX-10.1.32 Material Contract 10 52K
7: EX-10.1.33 Material Contract 5 23K
8: EX-10.1.34 Material Contract 7 30K
9: EX-10.1.35 Material Contract 2 12K
EX-10.1.35 — Material Contract
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[EXHIBIT 10.1.35]
[LOGO]
January 10, 2006
Stanley Isaacs; 100% Entertainment, Inc.
Pat Corbitt; Red Hot Entertainment, LLC
RE: FAME/100%/Red Hot Deal Proposal
VIA ELECTRONIC TRANMISSION WITH
HARD COPY TO FOLLOW
Dear Stanley and Pat;
This letter serves as our intent to structure the basics on which
our companies will proceed in the production and distribution of
feature films.
1-Mutual approval of cast, script and budget. Budgets not to
exceed $800,000 unless agreed upon by the parties. Pat Corbitt
and Stanley Isaacs are pre-approved as directors and Unreal
Productions pre-approved as CGI facility.
2-100%/Red Hot as one Party and FAME or its designee being the
other Party; both parties to provide 50% of the production budget
in a format that excludes completion bond and bank
discount/costs.
3-100%RedHot will be responsible for completion of the picture on
a mutually agreed upon date, said date to be adjustable for
mutually agreed upon artistic or logistical reasons. The picture
will be shot in Hi-Def with all normal associated delivery
requirements of a Hi-Def feature film. Both parties shall approve
the final cut, with the understanding that in the case of a
dispute on the final cut between the parties FAME shall have the
final decision. 100%/Red Hot shall be responsible to deliver both
a "theatrical" version as well as a clear cover version for TV.
4-FAME shall receive a distribution/sales fee of 25% for foreign
distribution and 20% for domestic distribution. Both parties
must approve any distributor(s) other than FAME or any third
party or sub-distributors and any fees over and above the fees
listed above, such approval shall be timely and not unreasonably
withheld.
5-If required and by mutual agreement, FAME will advance costs
for digital conversion of Hi-Def master to 35mm, such costs
recoupable off the top.
6-FAME will advance all necessary marketing costs it deems
reasonable and prudent according to a mutually approved budget,
such costs recouped off the top.
Film and Music Entertainment, Inc.
5670 Wilshire Blvd., Suite 1690
Los Angeles, CA 90036
Phone: 323.904.5200 Fax: 323.904.5201
www.famefilm.com
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[LOGO]
7-The Parties shall own the copyright of the film 50/50
(including sequel-prequel and derivative rights)
8-After distribution/marketing costs, both parties will split
50/50 on all profits worldwide net of 3rd party participations and
deferments, if any.
9-Both Parties to have 'Presentation' and other credits as
agreed.
10-FAME shall have the option for an additional 10 pictures at
the same terms as above for a period of Four (4) years from the
delivery of the picture contemplated herein, budgets to be
adjusted for inflation increases as required.
11-All films contemplated herein shall not exceed a rating of
"R".
12-Any disputes including any relating to any subsequent
agreements will be settled by arbitration.
13-All of the above terms are private and confidential, and all
public releases relating to the terms shall be mutually approved
by both Parties.
This letter embodies the basic terms of our agreement as drafted
in Los Angeles, California and it is anticipated that the Parties
will execute more formal long form agreements at a later date.
This agreement can be executed in counterparts, each being
considered an original, all of which shall become a part of the
whole hereof.
Regards,
Lawrence S. Lotman (sig.)
Lawrence S. Lotman
Secretary, Director, V.P. Finance
Agreed and accepted this 13th day of January 2006
On behalf of 100% Entertainment, Inc. On Behalf of Red Hot Entertainment
Stanley Isaacs (sig.) Pat Corbitt (sig.)
--------------------------- -----------------------------
Stanley Isaacs Pat Corbitt
Its: President Its: Partner
----------------------- -------------------------
Film and Music Entertainment, Inc.
5670 Wilshire Blvd., Suite 1690
Los Angeles, CA 90036
Phone: 323.904.5200 Fax: 323.904.5201
www.famefilm.com
Dates Referenced Herein
| Referenced-On Page |
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| This ‘10SB12G/A’ Filing | | Date | | First | | Last | | | Other Filings |
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| Filed on: | | 2/6/06 | | | | | | | None on these Dates |
| | 1/10/06 | | 1 |
| List all Filings |
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