POSTING AGREEMENTPosting Agreement • August 16th, 2022 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
[Legion M Entertainment ][COMPANY], a [Delaware ][STATE][C Corp][ENTITY] located at [1801 Century Park E., 24th Floor, Los Angeles, CA ][ADDRESS] (the “Company”), proposes, subject to the terms and conditions contained in this Posting Agreement (this “Agreement”), to issue and sell shares of its [Reg A+ Common ][SECURITIES], $ .0001 par value per share (the “Shares”) to investors (collectively, the “Investors”) in a public offering (the “Offering”) on the online website provided by StartEngine Crowdfunding, Inc. (the “Platform”) pursuant to Regulation A through StartEngine Primary LLC ( “StartEngine”), acting on a best efforts basis only, in connection with such sales. The Shares are more fully described in the Offering Statement (as hereinafter defined).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL Escrow Agreement FOR SECURITIES OFFERINGEscrow Agreement • October 4th, 2022 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • Delaware
This Escrow Agreement, effective as of 07 / 18 / 2022, (“Escrow Agreement”), is by, between and among The Bryn Mawr Trust Company of Delaware, a Delaware Limited Purpose Trust Company and located at 20 Montchanin Rd., Suite 100, Greenville, DE 19807 as Escrow Agent hereunder (“Escrow Agent”); StartEngine Primary LLC (“Broker”), a Delaware Limited Liability Company, located at 3900 W. Alameda Ave, Burbank, CA 91505; and Legion M Entertainment, Inc., a Delaware Corporation (“Issuer”) located at 1801 CENTURY PARK EAST 24TH FLOOR LOS ANGELES CA 90067 .
SUBSCRIPTION AGREEMENTSubscription Agreement • October 4th, 2022 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 19th, 2016 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • New York
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
SUBSCRIPTION AGREEMENTSubscription Agreement • August 5th, 2020 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • New York
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 1st, 2018 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
This Executive Employment Agreement (“Agreement”) is entered into between Jeff Annison, an individual (“Executive”), and LEGION M ENTERTAINMENT, INC., a Delaware corporation (the “Company”), effective as of May 1, 2016 (the “Effective Date”).
LOAN AGREEMENTLoan Agreement • August 1st, 2018 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
For value received, the undersigned Legion M Entertainment Inc. (the "Borrower"), at 6425 Christie Ave. 5th Floor, Emeryville, California 94608, promises to pay to the order of Underground Labs, Inc. (the "Lender"), at 1114 Oakwood Circle, Clayton, California 94517 (or at such other place as the Lender may designate in writing), the sum of $33,000.00 with interest from March 17, 2016, on the unpaid principal at the rate of 4% per annum.
SECOND AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • August 1st, 2018 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
This Escrow Agreement (this "Agreement") is entered into effective November 7, 2017 by and among Legion M Entertainment, Inc., a Delaware corporation (the “Company”), Wefunder, Inc., a Delaware corporation (“Wefunder"), and Boston Private Bank and Trust Company, a Massachusetts Trust Company (referred to herein as both the "Bank" and "Escrow Agent").
FINANCING AGREEMENTFinancing Agreement • May 1st, 2023 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
This Financing Agreement, comprising the Basic Terms and the attached Standard Terms (collectively, the “Agreement”) is entered into as of (“Effective Date”), by and between (“Investor”) and Legion M Entertainment, Inc. (“Legion M” or the “Company”) through the Company’s offering (“The Offering”), with respect to the financing, production and distribution of that certain motion picture currently entitled “You Can Call Me Bill” (“The Picture”), on the following terms and conditions:
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • August 5th, 2020 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
THIS AMENDMENT, dated as of July 2, 2020 (this “Amendment”), by and among Legion M Entertainment, Inc., a Delaware corporation (the “Company”), Wefunder, Inc., a Delaware corporation (“Wefunder"), and Boston Private Bank and Trust Company, a Massachusetts Trust Company (referred to herein as both the "Bank" and "Escrow Agent").
SUBSCRIPTION AGREEMENTSubscription Agreement • October 11th, 2023 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
ESCROW AGREEMENTEscrow Agreement • February 17th, 2017 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
This Escrow Agreement (this "Agreement") is entered into effective [ ], 2017 by and among Legion M Entertainment, Inc., a Delaware corporation (the “Company”), Wefunder, Inc., a Delaware corporation (“Wefunder"), and Boston Private Bank and Trust Company, a Massachusetts Trust Company (referred to herein as both the "Bank" and "Escrow Agent").
LEGION M ENTERTAINMENT, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 5th, 2020 • Legion M Entertainment, Inc. • Services-motion picture & video tape production • California
This Executive Employment Agreement (“Agreement”) is entered into between Terri Lubaroff, an individual (“Executive”), and LEGION M ENTERTAINMENT, INC., a Delaware corporation (the “Company”), effective as of September 1, 2016 (the “Effective Date”).
