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 TrusteeDelaware 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.
Second Amended and Restated Limited Liability Company Agreement of Jukebox Hits Vol. 1 LLCLimited 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Agreement of Jukebox Hits Vol. 1 LLC, dated as of May 23, 2023 (the “Prior Agreement”), and the Prior Agreement is no longer in effect.
ADMINISTRATIVE SERVICES AGREEMENTAdministrative 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”).
JUKEBOX HITS VOL. 1 LLC SUBSCRIPTION AGREEMENT to subscribe to Royalty Shares as described on Schedule 1 attached heretoSubscription 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:
NON-SOURCE ENTITIES ASSET PURCHASE AGREEMENTAsset 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”.
