MASTER PARTICIPATING DEALER OR SELLING AGREEMENT BETWEEN DIGITAL OFFERING, LLC ANDMaster Participating Dealer • August 3rd, 2020 • To the Stars Academy of Arts & Science Inc. • Services-allied to motion picture production • California
Digital Offering, LLC, a s the sales agents (the “Sales Agent”) for To the Stars Academy of Arts and Science Inc ., a Delaware corporation (the “Company”), invites you (the “Dealer”) to participate in a distribution pursuant to Tier 2 of Regulation A of the Securities Act of 1933, as amended (“Regulation A+”), on a “best efforts basis,” (the “Offering”) for a maximum of $30,000,000 of shares of the Company’s preferred stock (the “Shares”) pursuant to this Participating Dealer or Selling Agreement (the “Selling Agreement”) subject to the following terms:
