REMARK HOLDINGS, INC. Contracts & Agreements

Form of Secured Convertible Debentures (Filed With SEC on August 7, 2024)

Exchange Agreement, dated August 5, 2024, by and between Remark Holdings, Inc. and Mudrick Capital Management, L.P (Filed With SEC on August 7, 2024)

Guaranty and Security Agreement, dated August 5, 2024, by and between Remark Holdings, Inc. and Mudrick Capital Management, L.P (Filed With SEC on August 7, 2024)

Letter agreement, dated as of February 14, 2024 between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on February 14, 2024)

Agreement, dated January 29, 2024, by and between Remark Holdings, Inc. and Microsoft Corporation (Filed With SEC on January 30, 2024)

First Amendment, dated as of January 9, 2024, to Purchase Agreement dated as of October 6, 2022, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on January 16, 2024)

Letter Agreement, dated as of November 18, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on November 20, 2023)

Letter Agreement, dated as of September 15, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on September 21, 2023)

Letter Agreement, dated as of August 10, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on August 16, 2023)

Letter Agreement, dated as of July 12, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on July 18, 2023)

Amended and Restated Subordinated Convertible Debenture, dated November 7, 2022, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on April 17, 2023)

Form of Subordinated Convertible Debenture, dated as of March 14, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on March 16, 2023)

Debenture Purchase Agreement, dated as of March 14, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on March 16, 2023)

Registration Rights Agreement, dated as of March 14, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on March 16, 2023)

Note Purchase Agreement, dated as of March 14, 2023, by and among Remark Holdings, Inc., certain of its subsidiaries party thereto, and Mudrick Capital Management, LP (Filed With SEC on March 16, 2023)

Letter Agreement, dated as of January 5, 2023, by and between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on January 11, 2023)

Amended and Restated Subordinated Convertible Debenture, dated as of November 7, 2022 (Filed With SEC on November 7, 2022)

Amendment No. 1 to Debenture Purchase Agreement, dated as of November 7, 2022, between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on November 7, 2022)

Subordinated Convertible Debenture, dated as of October 6, 2022 (Filed With SEC on October 11, 2022)

Debenture Purchase Agreement, dated as of October 6, 2022, between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on October 11, 2022)

Purchase Agreement, dated as of October 6, 2022, between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on October 11, 2022)

Registration Rights Agreement, dated as of October 6, 2022, between Remark Holdings, Inc. and Ionic Ventures, LLC (Filed With SEC on October 11, 2022)

Provisional Waiver and Consent Agreement, dated as of October 6, 2022, among Remark Holdings, Inc., certain of its subsidiaries party thereto, and Mudrick Capital Management, LP (Filed With SEC on October 11, 2022)

Subordination and Intercreditor Agreement, dated as of October 6, 2022, among Ionic Ventures, LLC, Mudrick Capital Management, LP and Remark Holdings, Inc (Filed With SEC on October 11, 2022)

First Amendment to Senior Secured Loan Agreement, dated as of August 3, 2022 (Filed With SEC on August 8, 2022)

Form of Senior Secured Loan Agreement dated December 3, 2021 (Filed With SEC on December 7, 2021)

COMMON STOCK PURCHASE WARRANT REMARK HOLDINGS, INC. (Filed With SEC on September 30, 2021)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on September 30, 2021)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on September 30, 2021)

590 Madison Avenue, 28th Floor, New York, NY 10022, 212-624-20601 Member FINRA, SIPC (Filed With SEC on September 30, 2021)

Warrant to Purchase Common Stock, dated August 31, 2021 (Filed With SEC on September 7, 2021)

Settlement Agreement and Mutual General Release dated as of August 31, 2021, by and among Remark Holdings, Inc., KanKan Limited, China Branding Group Limited (In Official... (Filed With SEC on September 7, 2021)

Amendment No. 1 dated August 5, 2021, to Promissory Note dated December 30, 2020, between Remark Holdings, Inc. and SV Booth Investments III LLC (Filed With SEC on August 10, 2021)

Description of Registrants Securities (Filed With SEC on March 31, 2021)

Senior Secured Promissory Note dated February 10, 2021, among Remark Holdings, Inc. and all of its subsidiaries listed on the signature pages thereto and Jefferson Remark Funding... (Filed With SEC on March 31, 2021)

Promissory Note dated December 30, 2020, between Remark Holdings, Inc. and SVBooth Investments III (Filed With SEC on January 6, 2021)

Underwriting Agreement (Filed With SEC on August 11, 2020)

Certificate of Designations of 9.5% Series A Cumulative Redeemable Perpetual Preferred Stock (Filed With SEC on August 11, 2020)

Form of Warrant (Filed With SEC on August 11, 2020)

Form of Warrant Agent Agreement (Filed With SEC on August 11, 2020)

Description of Registrants Securities (Filed With SEC on May 29, 2020)

Form of Letter Agreement dated May 28, 2020 (Filed With SEC on May 28, 2020)

First Amendment to Common Stock Purchase Agreement, dated as of April 9, 2020, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on April 14, 2020)

Registration Rights Agreement, dated as of March 3, 2020, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on March 4, 2020)

Common Stock Purchase Agreement, dated as of March 3, 2020, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on March 4, 2020)

Registration Rights Agreement, dated as of March 29, 2019, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on April 5, 2019)

Common Stock Purchase Agreement, dated as of March 29, 2019, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on April 5, 2019)

Membership Interest Purchase Agreement, dated as of March 15, 2019, by and between VDC-MGG Holdings LLC and Remark Holdings, Inc (Filed With SEC on March 19, 2019)

Registration Rights Agreement, dated as of July 2, 2018, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on July 3, 2018)

Amendment No. 5 and Waiver to Financing Agreement, dated as of June 29, 2018, by and among Remark Holdings, Inc. and certain of its subsidiaries named as Borrowers and Guarantors,... (Filed With SEC on July 3, 2018)

Common Stock Purchase Agreement, dated as of July 2, 2018, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on July 3, 2018)

2017 Incentive Plan (Filed With SEC on January 24, 2018)

Amendment No. 3 to Financing Agreement, dated as of December 5, 2017, by and among Remark Holdings, Inc. and certain of its subsidiaries named as Borrowers and Guarantors, the... (Filed With SEC on December 5, 2017)

Amendment No. 2 and Waiver and Consent to Financing Agreement, dated as of October 25, 2017, by and among Remark Holdings, Inc. and certain of its subsidiaries named as Borrowers... (Filed With SEC on October 25, 2017)

First Amendment to Common Stock Purchase Agreement, dated as of September 18, 2017, by and between Remark Holdings, Inc. and Aspire Capital Fund, LLC (Filed With SEC on September 19, 2017)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on November 9, 2016)

COMMON STOCK PURCHASE AGREEMENT (Filed With SEC on November 9, 2016)

REMARK MEDIA, INC. WARRANT TO PURCHASE COMMON STOCK (Filed With SEC on September 26, 2016)

AMENDMENT NO. 1 TO FINANCING AGREEMENT (Filed With SEC on September 26, 2016)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on September 26, 2016)

AMENDED AND RESTATED ASSET AND SECURITIES PURCHASE AGREEMENT by and among CHINA BRANDING GROUP LIMITED (IN PROVISIONAL LIQUIDATION) and THE JOINT PROVISIONAL LIQUIDATORS and... (Filed With SEC on July 12, 2016)

ASSET AND SECURITIES PURCHASE AGREEMENT by and among China Branding Group Limited and Certain of its Subsidiaries, KanKan Limited and Remark Media, Inc. dated as of May 16, 2016... (Filed With SEC on May 18, 2016)

Remark Media, Inc. 2014 Incentive Plan (as amended January 11, 2016) ARTICLE 1 Establishment, Purpose, and Duration (Filed With SEC on January 12, 2016)

REMARK MEDIA, INC. WARRANT TO PURCHASE COMMON STOCK (Filed With SEC on September 28, 2015)

VEGAS.COM, LLC (Filed With SEC on September 28, 2015)

FINANCING AGREEMENT Dated as ofSeptember 24, 2015 by and among REMARK MEDIA, INC., AND EACH SUBSIDIARY OF REMARK MEDIA, INC. LISTED AS A BORROWER ON THE SIGNATURE PAGES HERETO as... (Filed With SEC on September 28, 2015)

PLEDGE AND SECURITY AGREEMENT (Filed With SEC on September 28, 2015)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on September 28, 2015)

LOAN AGREEMENT (Filed With SEC on September 28, 2015)

SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE (Filed With SEC on July 30, 2015)

SERVICING AGREEMENT (Filed With SEC on July 30, 2015)

REMARK MEDIA, INC. SUBSCRIPTION AGREEMENT (Filed With SEC on July 13, 2015)

REMARK MEDIA, INC. SUBSCRIPTION AGREEMENT (Filed With SEC on March 31, 2015)

REMARK MEDIA, INC. shares of Common Stock PLACEMENT AGENT AGREEMENT (Filed With SEC on March 31, 2015)

Remark Media, Inc. 2014 Incentive Plan (as amended on December 23, 2014) ARTICLE 1 Establishment, Purpose, and Duration (Filed With SEC on December 30, 2014)

Convertible Promissory Note (Filed With SEC on December 23, 2014)

STOCK PURCHASE AGREEMENT (Filed With SEC on November 17, 2014)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on November 17, 2014)

Demand Note (Filed With SEC on November 14, 2014)

AGREEMENT AND PLAN OF MERGER BY AND AMONG REMARK MEDIA, INC., ROOMLIA, INC. AND HOTELMOBI INC. Dated as of May 2, 2014 (Filed With SEC on May 7, 2014)

REMARK MEDIA, INC. WARRANT TO PURCHASE COMMON STOCK (Filed With SEC on May 7, 2014)

AMENDMENT NO. 1 TO LOAN AGREEMENT (Filed With SEC on April 23, 2014)

LOAN AGREEMENT (Filed With SEC on February 18, 2014)

Senior Secured Convertible Term Note (Filed With SEC on February 4, 2014)

AMENDMENT NUMBER THREE TO SECURITY AGREEMENT (Filed With SEC on February 4, 2014)

AGREEMENT AND RELEASE (Filed With SEC on January 24, 2014)

Senior Secured Convertible Term Note (Filed With SEC on November 14, 2013)

AMENDMENT NUMBER TWO TO SECURITY AGREEMENT (Filed With SEC on November 14, 2013)

Senior Secured Convertible Promissory Note (Filed With SEC on April 4, 2013)

AMENDMENT NUMBER ONE TO SECURITY AGREEMENT (Filed With SEC on April 4, 2013)

MEMBERSHIP INTEREST PURCHASE AGREEMENT (Filed With SEC on April 4, 2013)

SUBLEASE AGREEMENT BY and BETWEEN HOLLAND & HART LLP, a Colorado limited liability partnership, as Sublandlord AND REMARK MEDIA, INC., a Delaware corporation, as Subtenant (Filed With SEC on March 6, 2013)

6.67% Senior Secured Convertible Promissory Note (Filed With SEC on November 28, 2012)

SECURITY AGREEMENT (Filed With SEC on November 28, 2012)

SERVICES AGREEMENT (Filed With SEC on November 26, 2012)

AMENDED AND RESTATED PROMISSORY NOTE (Filed With SEC on June 29, 2012)

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (Filed With SEC on June 6, 2012)

N U M B E R (Filed With SEC on March 23, 2012)

[signatures follow on next page] (Filed With SEC on March 23, 2012)

SEPARATION AND RELEASE AGREEMENT (Filed With SEC on March 23, 2012)

AGREEMENT AND GENERAL RELEASE (Filed With SEC on March 23, 2012)

REMARK MEDIA, INC. Warrant To Purchase Common Stock (Filed With SEC on February 28, 2012)

PURCHASE AGREEMENT (Filed With SEC on February 28, 2012)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on February 28, 2012)

AGREEMENT AND PLAN OF MERGER AMONG REMARK MEDIA, INC., REMARK FLORIDA, INC., AND BANKS.COM, INC. Dated as of February 26, 2012 (Filed With SEC on February 28, 2012)

Portions of this exhibit marked [*] are requested to be treated confidentially. (Filed With SEC on May 16, 2011)

Portions of this exhibit marked [*] are requested to be treated confidentially. (Filed With SEC on March 29, 2011)

SERVICES AGREEMENT (Filed With SEC on March 29, 2011)

COMMON STOCK PURCHASE WARRANT To Purchase 65,359 Shares of Common Stock of HSW INTERNATIONAL, INC. (Filed With SEC on March 10, 2011)

SENIOR REVOLVING CREDIT AGREEMENT between HSW INTERNATIONAL, INC. and THEOREM CAPITAL, LLC March 4th, 2011 TABLE OF CONTENTS (Filed With SEC on March 10, 2011)

REVOLVING PROMISSORY NOTE (Filed With SEC on March 10, 2011)

Portions of this exhibit marked [*] are requested to be treated confidentially. (Filed With SEC on August 12, 2010)

Exhibit 10.34 HSW INTERNATIONAL, INC. 2010 EQUITY INCENTIVE PLAN (Filed With SEC on June 21, 2010)

SUBLEASE AGREEMENT [SHARECARE, INC. - HSW INTERNATIONAL, INC.] (Filed With SEC on April 5, 2010)

FIRST AMENDMENT TO THE LETTER AGREEMENT FOR SERVICES by and between SHARECARE, INC., and HSW INTERNATIONAL, INC. (Filed With SEC on January 7, 2010)

Page 1 (Filed With SEC on November 16, 2009)

CONFIDENTIAL SEPARATION AND RELEASE AGREEMENT (Filed With SEC on November 16, 2009)

ASSET PURCHASE AGREEMENT AMONG HSW INTERNATIONAL, INC. (PARENT) DAILY STRENGTH, INC. (SELLER), SHARECARE, INC. (SC) AND DS ACQUISITION, INC. (PURCHASER) DATED AS OF October30, 2009 (Filed With SEC on November 16, 2009)

SHARECARE,INC. 3350 Peachtree Road 15th Floor Atlanta, GA 30326 STOCKSUBSCRIPTIONAGREEMENT (Filed With SEC on November 16, 2009)

LICENSE AGREEMENT (Filed With SEC on November 16, 2009)

Portionsof this exhibit marked [*] are requested to be treatedconfidentially. (Filed With SEC on January 16, 2009)

DIRECTORAND OFFICER INDEMNIFICATION AGREEMENT (Filed With SEC on January 16, 2009)

* Portions of this exhibit marked[*] are requested to be treated confidentially. (Filed With SEC on December 3, 2008)

*Portionsof this exhibit marked [*] are requested to be treatedconfidentially. CONTENTLICENSE AGREEMENT (Filed With SEC on November 14, 2008)

Portionsof this exhibit marked [*] are requested to be treatedconfidentially. (Filed With SEC on October 10, 2008)

AMENDMENTNO. 1 TO AMENDEDAND RESTATED AGREEMENT DATED AUGUST 23, 2006 BYAND BETWEEN JEFFREYT. ARNOLD AND HSW INTERNATIONAL, INC. (Filed With SEC on September 23, 2008)

Portionsof this exhibit marked [*] are requested to be treated confidentially. (Filed With SEC on August 19, 2008)

SEPARATION AGREEMENT (Filed With SEC on May 15, 2008)

SHARE PURCHASEAGREEMENT Among INTACINTERNATIONAL, INC. CHINA TRENDHOLDINGS LTD. And WEI ZHOU Dated as of February 15,2008 (Filed With SEC on February 20, 2008)

STOCKPURCHASE AGREEMENT (Filed With SEC on February 20, 2008)

Agreement (Filed With SEC on December 18, 2007)

TERMINATIONAGREEMENT (Filed With SEC on December 18, 2007)

CONTRIBUTIONAGREEMENT (Brazil) (Filed With SEC on October 9, 2007)

CONTRIBUTIONAGREEMENT (PRCTerritories) (Filed With SEC on October 9, 2007)

SERVICES AGREEMENT (Filed With SEC on October 9, 2007)

UPDATEAGREEMENT (Filed With SEC on October 9, 2007)

REGISTRATIONRIGHTS AGREEMENT (Filed With SEC on October 9, 2007)

HSW INTERNATIONAL, INC. REGISTRATION RIGHTS AGREEMENT (Filed With SEC on October 9, 2007)

HSW INTERNATIONAL, INC. AFFILIATE REGISTRATION RIGHTS AGREEMENT (Filed With SEC on October 9, 2007)

WARRANT WARRANTTO PURCHASE SHARES OF COMMON STOCK OF HSW INTERNATIONAL, INC. (Filed With SEC on October 9, 2007)

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REMARK HOLDINGS, INC. Contracts & Agreements