SUBSCRIPTION AGREEMENT CLASS A PREFERRED UNITS IN THE CHOSEN, LLCSubscription Agreement • April 25th, 2018 • Chosen, LLC • Services-motion picture & video tape production • Utah
This Subscription Agreement relates to my/our agreement to purchase $_______ (the “Subscription Price”) of Class A Preferred Units of membership interest (the “Units”) to be issued by The Chosen, LLC (the “Company”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Final Offering Circular for the sale of the Units, dated ____________, as the same may be supplemented or amended (collectively, the “Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Circular.
AMENDED AND RESTATED OPERATING AGREEMENT FOR THE CHOSEN, LLC A UTAH LIMITED LIABILITY COMPANYOperating Agreement • April 25th, 2018 • Chosen, LLC • Services-motion picture & video tape production • Utah
This Amended and Restated Operating Agreement, is made as of March 6, 2018, by and among the parties listed on the signature pages hereof, with reference to the following facts:
EXCLUSIVE VIDEO-ON-DEMAND AND SUBSCRIPTION VIDEO-ON-DEMAND LICENSE AGREEMENT The Chosen, LLC AddressLicense Agreement • April 25th, 2018 • Chosen, LLC • Services-motion picture & video tape production • Utah
This Video-on-Demand and Subscription Video-on-Demand License Agreement (“Agreement”) is made as of this 9th day of February, 2018 (the “Effective Date”), by and between The Chosen, LLC, a Utah limited liability corporation with its principal place of business located at 4 S. 2600 W, Ste 5, Hurricane, UT 84737 (“Licensor”), and VidAngel, Inc., a Delaware corporation located at 295 W. Center Street, Provo, Utah 84601 (“Licensee”) (referred to individually as “Party” or collectively, the “Parties”) with respect to licensing certain Video-on-Demand and Subscription-Video-On-Demand content defined herein as the “Licensed Materials.”
MEMBERSHIP INTEREST ASSIGNMENT AGREEMENTMembership Interest Assignment Agreement • April 25th, 2018 • Chosen, LLC • Services-motion picture & video tape production
This Membership Interest Assignment Agreement (this "Agreement") is made as of the 5th day of March, 2018 (the "Effective Date") by and among Dallas Jenkins (the "Assignor") and The Chosen Productions, LLC (the "Assignee"), a Utah limited liability company.
Mr. Derral Eves Chief Executive Officer The Chosen, LLC Suite 5 Hurricane, UT. 84737Letter Agreement • April 25th, 2018 • Chosen, LLC • Services-motion picture & video tape production • Utah
This engagement letter agreement (this “Agreement”) sets forth the terms under which Cambria Capital LLC, a FINRA and SEC registered broker-dealer (“we” or “Cambria”), is being engaged to act as the exclusive placement agent for The Chosen, LLC (“you” or the “Company” and collectively, with Cambria, the “Parties”) with respect to certain financial advisory, investment banking and related matters. This engagement agreement (this “Agreement”) will be deemed to be effective as of the date set forth above.
enforced. The officers signing below are duly authorized to execute this Agreement on behalf of Company and VidAngel and upon its execution, it shall be binding against Company and VidAngel.Chosen, LLC • April 25th, 2018 • Services-motion picture & video tape production
This Agreement may not be assigned by Company without VidAngel’s prior written consent, which consent may be withheld for any reason. The benefits of this Agreement and the attached indemnification shall inure to the respective successors and assigns of the parties to, and persons indemnified under, this Agreement and their successors, assigns and representatives, and the obligations and liabilities assumed under this Agreement shall be binding upon each party’s respective successors and assigns.
