Item 27. Exhibits.
Exhibit
Number Description
2.1 - Stock Purchase Agreement, dated as of February 2002, among Turf Holding
Inc., Ming Capital Enterprises Inc., Private Investment Company Ltd. and
Alan Schram
2.2 - Agreement and Plan of Merger, dated as of August 8, 2003, by and among
Jill Kelly Productions, Inc., IDC Acquisition I Corp. and IDC
Technologies, Inc.
3.1 - Amended and Restated Articles of Incorporation of Jill Kelly Productions
Holding, Inc.
3.2 - By-Laws of Jill Kelly Productions Holding, Inc.
4.1 - Specimen Certificate of Common Stock
4.2 - Form of Common Stock Purchase Warrant issued with Series A Preferred
Stock
5.1 - Opinion of Klehr, Harrison, Harvey, Branzburg & Ellers LLP as to the
legality of the shares of common stock being registered (to be filed by
amendment)
10.1 - Promissory Note in the principal amount of $778,414.05 issued to Matzuda
Corporation
10.2 - Settlement Agreement with Michael Koretsky, dated as of September 21,
2003
10.3 - Settlement Agreement with James Long, dated as of September 21, 2003
10.4 - Settlement Agreement with William O. Baxter, dated as of October 31,
2003
10.5 - Settlement Agreement with Robert A. Friedland Trust, dated as of
November 17, 2003
10.6 - Settlement Agreement with Ronald V. Patterson, dated as of November 19,
2003
10.7 - Settlement Agreement with Joseph London, dated as of November 19, 2003
10.8 - Settlement Agreement with Michael Slipyan, dated as of November 25, 2003
10.9 - Settlement Agreement with Kate Edelman Johnson, dated as of January 23,
2004
10.10 - Form of Subscription Agreement for Series A Preferred Stock
10.11 - Series B Convertible Preferred Stock Purchase Agreement, dated as of
March 26, 2004, by and between Jill Kelly Productions Holding, Inc. and
Armadillo Investments, PLC
10.12 - Registration Rights Agreement, dated as of March 26, 2004, by and
between Jill Kelly Productions Holding, Inc. and Armadillo Investments,
PLC
10.13 - Side Letter Agreement, dated as of March 5, 2004, by and among Jill
Kelly Productions Holding, Inc. Jubilee Investments Trust, PLC and
Armadillo Investments, PLC
10.14 - Side Letter Agreement, dated as of April 20, 2004, by and among Jill
Kelly Productions Holding, Inc. Jubilee Investments Trust, PLC,
Armadillo Investments, PLC, Maximum Ventures, Inc. and Maximum Media
Ventures, LLC
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Table of Contents
Exhibit
Number Description
10.16 - Consulting Agreement, dated as of August 5, 2003, among Jill Kelly
Productions Holdings, Inc., Maximum Ventures, Inc. and Corporate
Builders, L.P.
10.17 - Factoring Agreement, dated as of March 29, 2001, among Summit Financial
Resources, L.P., and J.K. Distribution, Inc. and Jill Kelly Productions,
Inc.
10.18 - Licensing Agreement regarding video rights, dated as of September 23,
2003, between Jill Kelly Productions, Inc. and Global Distributors
Netherlands B.V.
10.19 - Employment Agreement, dated as of September 1, 2003, with Robert A.
Friedland (to be filed by amendment)
10.20 - Employment Agreement, dated as of September 1, 2003, with Adrianne D.
Moore (to be filed by amendment)
10.21 - Employment Agreement, dated as of September 1, 2003, with Ronald C.
Stone (to be filed by amendment)
11.1 - Statement re: Computation of Per Share Earnings (to be filed by
amendment)
21.1 - List of Subsidiaries of Jill Kelly Productions Holding, Inc.
23.1 - Consent of Sherb & Co. regarding Jill Kelly Productions Holdings, Inc.
and Jill Kelly Productions, Inc.
23.2 - Consent of Klehr, Harrison, Harvey, Branzburg & Ellers LLP
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