JUNIOR CONVERTIBLE PROMISSORY NOTE AND OPTION AGREEMENTJunior Convertible Promissory Note and Option Agreement • July 1st, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Delaware
FOR VALUE RECEIVED, the undersigned, Digital Domain Holdings Corporation, a Florida corporation (formerly known as Wyndcrest DD Florida, Inc., a Florida corporation) (the “Borrower”), hereby promises to pay to the order of PBC Digital Holdings II, LLC, a Delaware limited liability company (“PBC Digital Lender”), the aggregate principal amount of all Loans advanced by PBC Digital Lender to the Borrower from time to time in an amount of up to, but not exceeding, Four Million Two Hundred Thousand and 00/100 Dollars ($4,200,000.00), together with interest accrued on the unpaid principal amount of this Junior Convertible Promissory Note and Option Agreement (the “Note”) plus all fees, expenses and other costs as provided for herein and in that certain Convertible Note and Warrant Purchase Agreement, of even date herewith, among the Borrower and PBC Digital Lender (as amended, restated, supplemented, or modified from time to time, the “Note Purchase Agreement”). All capitalized terms not oth
