Jukebox Hits Vol. 1 LLC Sample Contracts

JUKEBOX HITS VOL. 1 DELAWARE STATUTORY TRUST AGREEMENT Between JUKEBOX HITS VOL. 1 LLC as Grantor and the Initial Beneficiary and JUKEBOX HITS VOL. 1 LLC as Management Trustee and DELAWARE TRUST COMPANY, as Administrative Trustee
Delaware Statutory Trust Agreement • November 7th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

THIS JUKEBOX HITS VOL. 1 DELAWARE STATUTORY TRUST AGREEMENT dated as of [ ] (this “Trust Agreement”), is made by and between Jukebox Hits Vol. 1 LLC, a Delaware limited liability company (“Company”), as the grantor (“Grantor”), on the one hand, and Company, as a trustee (the “Management Trustee”), and Delaware Trust Company, as a trustee (the “Administrative Trustee”) (collectively, the “Trustees”), on the other hand, for the benefit of those certain Beneficiaries (defined below), and on the terms set forth herein.

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JUKEBOX HITS VOL. 1 LLC SUBSCRIPTION AGREEMENT to subscribe to Royalty Shares as described on Schedule 1 attached hereto
Subscription Agreement • October 5th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors • New York

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into by and between Jukebox Hits Vol. 1 LLC, a Delaware limited liability company (the “Company”), and the individual or entity named on the front page of this Subscription Agreement (the “Purchaser”). Accordingly, the Company and the Purchaser hereby agree as follows:

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Second Amended and Restated Limited Liability Company Agreement of Jukebox Hits Vol. 1 LLC
Limited Liability Company Agreement • November 7th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors • Delaware

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Jukebox Hits Vol. 1 LLC (the “Company”), effective as of [ ], 2023 (the “Effective Date”), is entered into by and between the Company and Double Platinum Management LLC, as the sole member of the Company (the “Member”; together with the Company, the “Parties” and each, a “Party”). This Agreement amends, restates and replaces in its entirety the Amended and Restated Limited Liability Company Agreement of Jukebox Hits Vol. 1 LLC, dated as of May 23, 2023 (the “Prior Agreement”), and the Prior Agreement is no longer in effect.

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PLATFORM ACCESS AGREEMENT
Platform Access Agreement • October 5th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors • Delaware

THIS PLATFORM ACCESS AGREEMENT (“Agreement”) with an effective date of ___, 2023 (“Effective Date”), is entered into by and between Jukebox Hits Vol. 1 LLC (the “Company”), a limited liability company formed in Delaware and Jukebox Technology LLC (the “Platform Provider”), a Delaware limited liability company (collectively the “Parties” and individually a “Party”).

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ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • November 7th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors • Delaware

This ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”), with an effective date of , 2023 (“Effective Date”), is entered into by and between Jukebox Co., a Delaware corporation (the “Service Provider”), and Double Platinum Management LLC, a Delaware limited liability company (the “Service Recipient” and, together with Service Provider, the “Parties” and each individually, a “Party”).

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FORM CUSTODY AGREEMENT
Custody Agreement • November 27th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

THE CUSTODIAN IS ACTING AS A CUSTODIAN FOR THE ASSETS OF CERTAIN INVESTORS. THE CUSTODIAN IS NOT A BANK OR OTHER STATE OR FEDERAL REGULATED FINANCIAL INSTITUTION IN THE BUSINESS OF ACCEPTING DEPOSITS.

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JUKEBOX HITS VOL. 1 DELAWARE STATUTORY TRUST AGREEMENT Between JUKEBOX HITS VOL. 1 LLC as Grantor and the Initial Beneficiary and JUKEBOX HITS VOL. 1 LLC as Management Trustee and DELAWARE TRUST COMPANY, as Delaware Trustee
Delaware Statutory Trust Agreement • November 27th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

THIS JUKEBOX HITS VOL. 1 DELAWARE STATUTORY TRUST AGREEMENT dated as of [ ] (this “Trust Agreement”), is made by and between Jukebox Hits Vol. 1 LLC, a Delaware limited liability company (“Company”), as the grantor (“Grantor”), on the one hand, and Company, as a trustee (the “Management Trustee”), and Delaware Trust Company, as a trustee (the “Delaware Trustee”) (collectively, the “Trustees”), on the other hand, for the benefit of those certain Beneficiaries (defined below), and on the terms set forth herein.

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DIRECT DEAL ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 24th, 2024 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

This ASSET PURCHASE AGREEMENT (“Agreement” or “Asset Purchase Agreement”), dated as of May 3, 2024 (“Effective Date”), is made by and between Andrew Britton (“Seller”) and Jukebox Co., a Delaware Corporation (“JKBX”), and Purchaser (as hereinafter defined) as set forth on the Purchase Schedule (as hereinafter defined). Seller, JKBX, and Purchaser may be referred to throughout this Agreement collectively as the “Parties”, or individually as a “Party”.

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JUKEBOX HITS VOL. 1 LLC SUBSCRIPTION AGREEMENT to subscribe to Royalty Shares as described on Schedule 1 attached hereto
Subscription Agreement • November 7th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors • New York

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into by and between Jukebox Hits Vol. 1 LLC, a Delaware limited liability company (the “Company”), and the individual or entity named on the front page of this Subscription Agreement (the “Purchaser”). Accordingly, the Company and the Purchaser hereby agree as follows:

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NON-SOURCE ENTITIES ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 7th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

This ASSET PURCHASE AGREEMENT (“Agreement” or “Asset Purchase Agreement”), dated as of November 5, 2023 (“Effective Date”), is made by and between Coda Songs LLC, a Delaware Limited Liability Company (“Seller”) and Jukebox Co., a Delaware Corporation (“JKBX”), and each Purchaser (as hereinafter defined) as set forth on a Purchase Schedule (as hereinafter defined). Seller, JKBX, and each Purchaser may be referred to throughout this Agreement collectively as the “Parties”, or individually as a “Party”.

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PURCHASE AGREEMENT
Purchase Agreement • May 24th, 2023 • Jukebox Hits Vol. 1 LLC • Patent owners & lessors

This PURCHASE AGREEMENT (“Agreement”), dated as of May 21, 2023 (“Effective Date”), is made by and between Samuel Thacker (“Seller”) and Jukebox Co., a Delaware Corporation (“JKBX”), and each Purchaser (as hereinafter defined) as set forth on a Purchase Schedule (as hereinafter defined). Seller, JKBX, and each Purchaser may be referred to throughout this Agreement collectively as the “Parties”, or individually as a “Party”.

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