STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 15th, 2019 • Cinedigm Corp. • Services-video tape rental • New York
This AGREEMENT, dated as of July 9, 2019, (the “Agreement”) by and between Cinedigm Corp., a Delaware corporation (the “Company”), and Bison Entertainment and Media Group, a Cayman Islands company (the “Purchaser”).
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND APPLICABLE STATE SECURITIES LAWS,...Intercreditor Agreement • July 15th, 2019 • Cinedigm Corp. • Services-video tape rental • New York
This Note and the indebtedness evidenced hereby are subordinate in the manner and to the extent set forth HEREIN TO CERTAIN SENIOR DEBT (AS DEFINED BELOW), INCLUDING WITHOUT LIMITATION INDEBTEDNESS UNDER (A) that certain LOAN, GUARANTY AND security Agreement dated as of march 30, 2018 among Cinedigm Corp., east west bank, ADM Cinema Corporation d/b/a the Pavilion Theatre, Vistachiara Productions Inc., d/b/a The Bigger Picture, Vistachiara Entertainment, Inc., Cinedigm Entertainment Corp., Cinedigm Entertainment Holdings, LLC, Cinedigm Home Entertainment, LLC, Docurama, LLC, Dove Family Channel, LLC, Cinedigm OTT Holdings, LLC and Cinedigm Productions, LLC, as amended and (b) THAT CERTAIN SECOND LIEN LOAN AGREEMENT DATED AS OF JULY 14, 2016 AMONG CINEDIGM CORP., THE LENDERS FROM TIME TO TIME PARTY THERETO AND CORTLAND CAPITAL MARKET SERVICES, LLC, AS ADMINISTRATIVE AGENT AND COLLATERAL AGENT, as amended. each holder of this Note, by its acceptance hereof, shall be bound by SUCH SUBORDIN
LOAN TERMINATION AGREEMENTLoan Termination Agreement • July 15th, 2019 • Cinedigm Corp. • Services-video tape rental • New York
THIS LOAN TERMINATION AGREEMENT is made as of July 12, 2019 (the “Agreement”), by and between CINEDIGM CORP., a Delaware corporation (the “Borrower”) and BISON GLOBAL INVESTMENT SPC FOR AND ON BEHALF OF GLOBAL INVESTMENT SPC-BISON GLOBAL NO. 1 SP (the “Lender”).
AMENDMENT NO. 2 TO LOAN, GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • July 15th, 2019 • Cinedigm Corp. • Services-video tape rental • California
This Amendment No. 2 to Loan, Guaranty and Security Agreement (this “Amendment”) is entered into as of this 3rd day of July, 2019, by and among Cinedigm Corp. (“Borrower”), the other Loan Parties set forth on the signature pages hereto (together with Borrower, collectively “Loan Parties”) and East West Bank (“Lender”).
CONSENTCinedigm Corp. • July 15th, 2019 • Services-video tape rental
We refer to the Second Lien Loan Agreement, dated as of July 14, 2016 (as amended, amended and restated, supplemented or otherwise modified before the date hereof, the “Second Lien Loan Agreement”), among Cinedigm Corp. (the “Borrower”), certain Lenders, and Cortland Capital Market Services LLC, as Agent. Capitalized terms used and not defined herein shall have the meanings assigned thereto in the Second Lien Loan Agreement.
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • July 15th, 2019 • Cinedigm Corp. • Services-video tape rental • California
This TRADEMARK SECURITY AGREEMENT (this “Agreement”) is dated as of July 3, 2019, and is between Comic Blitz II LLC., a Delaware limited liability company (the “Grantor”) and East West Bank (the “Bank”).
