The effective date of this Agreement shall be the first date written above.

SIGNATURE ENTERTAINMENT, LLC

Digltally signedby T. Steven Miller

T. Steven DN: cn=T. Steven Miller,

o=0micron Media Group, LLC, ou,

Miller
ernail=[Link],
c=u,
Date2016.09.23 10-28:11 -0400'

T. Steven Miller, President

ArtistSign t
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A1411111 iiitedell
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Artist's Printed Name

Redacted

Address: Redacted

21
Exhibit C
 AGREEMENT

23
The following shall constitute an agreement ("Agreement") dated this day of
September, 2016 (the "Effective Date") between SIGNATURE ENTERTAINMENT,
LLC, a Florida limited liability company whose indirect owners as of the date of this
Agreement include T. Steven Miller, Brandon Phillips and David Loeffler ("Company")
and Corbyn Besson ("Artist" or "You" or "you").

In consideration of the mutual promises herein, the adequacy of which is hereby

acknowledged, the parties hereto agree as follows:

1. ENGAGEMENT OF ARTIST: Company hereby engages Artist to render such

exclusive entertainment services as described herein, and Artist hereby accepts such
engagement and agrees to render such services exclusively throughout the Universe to
Company during the Term of this Agreement. You understand and acknowledge that
Company has the exclusive right to use you as a musical solo artist (only as mutually
agreed upon by Artist and Company) and/or to include you as one member
of a musical
"concept group" as the term is used in the law governing trademarks and service marks
(hereinafter "group") that Company intends to create. Accordingly, you understand and
acknowledge that your exclusive services as a musical recording and perforrning artist
shall be rendered from time to time at the direction of Company within the context of
said group or upon mutual written consent of Artist and Company with respect to
services as a solo artist during the term of this Agreement. You further understand and
acknowledge that if you agree to perform in writing as a solo artist or if Company
includes you in such concept group, Company shall direct and control all of your or the
group's recordings, personal appearances, social and digital media presence, brand
sponsorships and performances (including without limitation live performances) and
shall control the characteristics, style, and quality of all goods, services and brand
sponsorships associated with you or the group. For avoidance of doubt, Company's
right to control all aspects of Artist referenced herein following the term of this
Agreement are limited to properties and works created during the term of the
Agreement and, therefore, owned by the Company. You further understand and
acknowledge that your initial inclusion and the continuation of your inclusion in said
group at all times shall be pursuant to this Agreement and, therefore, your inclusion in
said group shall at no time confer on you any rights in the name of the gaup, which
shall be chosen by Company, and which name and all associated rights, including
without limitation service marks and trademarks, shall be solely owned by Company.
For avoidance of douht, the Artist maintains sole ownership over all intellectual
property created by the Artist prior to the Term of this Agreement, including videos,
musical compositions, trademarks, social and digital media accounts and masters.

2. TERM AND OPTIONS: The Term of this Agreement shall commence as of the date

hereof and shall continue for twenty-four (24) months from the date of Delivery of the
Masters required to he recorded hereunder ("Initial Period"). Artist hereby irrevocably
grants to Company options to extend this Agreement upon the same terms and conditions
1
of the Initial Period for two (2) further consecutive renewal periods of two (2) years each
("Option Periods"). Each Option Period shall be exercised automatically, unless
Company gives written notice to Artist within thirty (30) days prior to the date that the
then existing Contract Period would otherwise expire, that Company does not intend on
exercising its right to extend this Agreement into the respective Option Period.
Notwithstanding the foregoing, provided that Artist or the group (whichever is
applicable) is not in breach of this Agreement, Company shall not have the right to the
automatic exercise of the respective option under this Agreement if Company fails to
release an Album in the preceding Contract Period as set forth pursuant to the terms in
Section 10.

3. SERVICES OF COMPANY: Company is hereby engaged to provide various

services in furtherance of Artist's career in the entertainment industry, as set forth in this
Agreement, including the Company Services set forth in Section 4, below.

4. COMPANY SERVICES: Company and Artist agree that Company shall during the
Term of this Agreement advise, counsel, direct, and assist Artist in connection with all
matters relating to Artist's career in all branches of the entertainment industry. Company
shall be required to render reasonable company services that Company believes to be in
furtherance of Artist's career. Company shall have the right to appoint its
representative(s) to travel with or meet with Artist at any particular place or places, and
all cost and expenses of such travel shall be recoupable by Company before the split of
Net Receipts stated herein. The expenses subject to this Section shall be provided to
Artist under the accounting obligations set forth in Section 17. Company services shall
include without limitation the following:

Artist's professional activities and career in the

a) to advise, direct, and supervise
entertainment, amusement, music, songwriting, recording, acting, gaming, and
literary fields;

b) to advise, direct, and supervise Artist in the adoption of thc proper format for
presentation of Artist's talents and in the determination of proper style, mood and setting
in keeping with Artist's talents and best interest;

c) to advise, direct, and supervise Artist regarding general practices in the

entertainment, amusement, music, songwriting, recording, acting, gaming, and
literary fields, and with respect to compensation and terms of contracts related
thereto;

d) to advise, direct, and supervise Artist in matters pertaining to publicity,

promotion, public relations and advertising;

e) to advise, direct, and supervise Artist in such mattersCompany may have

as
knowledge concerning compensation and privileges extended for similar artistic values
such as songwriting, merchandise, endorsements, etc.;
0 to advise, direct, and supervise Artist with respect to agreements, documents and
contracts for Artist's services., talents, brand sponsorships and/or [Link], literary and
musical materials, or otherwise; and

g) to advise Artist with respect to the selection, supervision and coordination of those
persons, firms and corporations who may counsel, advise, procure employment, or
otherwise render services to or on behalf of Artist, such as accountants, attorneys,
business managers, publicists, booking agents and talent agents.

h) Company may, on Artist's behalf, do the following, during the term of this Agreement
except where expressly delineated:

i) approve and permit any and all publicity and advertising;

ii) approve and permit the use of Artist's name, photograph, likeness, voice, sound
effect, caricature, literary, artistic and musical materials for purposes of advertising,
brand sponsorships, and publicity and in the promotion and advertising of any and all
products and services;

iii) execute for Artist on Artist's behalf any and all agreements, documents, and
contracts for Artist's services, brand sponsorships, talents and/or artistic, literary and
musical materials. Prior to entering into a thini-party advertising, endorsement,
merchandising and/or sponsorship agreement, the Company agrees to meaningfully
consult with you and consider in good faith Artist's views concerning proposed
agreement. Company agrees to obtain Artist's prior written approval, not to be
unreasonably withheld, of any third party advertising, endorsement, merchandising
and/or sponsorship agreement related to:

a. any political party or cause;

b. any religion or sect;

c. immoral activities;

d. personal hygiene or contraceptives or intimate apparel;

e. prescription drugs; or

f. tobacco products, alcohol products or fire arms.

Notwithstanding the foregoing, at the direction of the Company, Artist will execute
all major contracts in the areas of recording and merchandising consistent with
parameters in this subsection above (although no agreement under this subsection shall
operate to extend the term of this Agreement), provided, however, that any major
contracts in the area of publishing shall be subject to the written approval of Artist not to
be unreasonably withheld;

3
 iv) exploit and market Artist through social and digital media, such as Instagram,
Facebook, Twitter, Vine, Snapchat and similar mediums, including through any
social or digital media accounts existing on the date of this Agreement or created
hereafter whether owned by Company or the Artist, and collect revenue derived
therefrom. For avoidance of doubt, all social and digital media created by Artist
prior to the term of this Agreement shall remain owned by the Artist during and
subsequent to the Term, but Artist hereby grants Company an irrevocable license to
use such social and digital media created by Artist prior to the Term for the Term,
and Company's right to revenue derived therefrom after termination of the Term is
limited solely to the following:

Company shall only be entitled, upon termination of the Term, to: (A) fifty
percent (50%) of all revenue generated by Artist's individual social media
accounts for the period beginning on the date of termination of the Term and
continuing for one (l) year thereafter (the "First Year Post Term Social Media
Revenue"), (B) thirty-five percent (35%) of all revenue generated by Artist's
individual social media accounts for one year period immediately following the
First Year Post Term Social Media Revenue (the "Second Year Post Term Social
Media Revenue), and (C) twenty percent (20%) of all revenue generated by
Artist's individual social media accounts for one year period immediately
following the Second Year Post Term Social Media Revenue. Artist shall
account to and pay such revenue to the Company on a semi-annual basis;

v) collect and receive sums as well as endorse Artist's name to all checks that may be
drawn to Artist for Artist's services, and to deposit such checks in an escrow account for
proper disbursement pursuant to the terms of this Agreement The revenue and/or
expenses subject to this Section shall be provided to Artist under the accounting
obligations set forth in Section 17.; and

vi) To facilitate the powers granted in subparagraphs iii, iv and v, immediately

above, Artist hereby irrevocably grants to Company a General Durable Power of
Attorney, coupled with an interest, to execute all such agreements, documents, and
contracts on behalf of Artist, which do not require approval of the Artist as defined
herein.

5. RECORDING REQUIREMENTS; During the Initial Period and any subsequent

Option Periods, Artist agrees to record for Company sufficient Masters to comprise a
minimum of two (2) extended-playing phonograph record albums ("Albums") per
Contract Period, embodying Compositions not beretofore recorded by Artist, in a
Company approved recording studio, at times to be chosen by Company. Company sball
have the right and opportunity to have a representative or representatives attend each
recording session, and each Master shall be subject to Company's approval as
technically and commercially satisfactory for the manufacture and sale of Records.
4
Moreover, Artist shall deliver masters not inconsistent with the style and manner of the
masters previously recorded by Artist pursuant to this Agreement. All Masters shall be
produced by producers approved by Company (any and all salary or compensation paid
to a producer, whether as an employee of Company or otherwise, together with any and
all costs and expenses of any nature whatsoever incurred by such producer and paid by
Company, shall be fully recoupable as Expenses of Company, before the split of Net
Receipts stated in this Agreement). The expenses subject to this Section shall be
provided to Artist under the accounting obligations set forth in Section 17. Each Album
shall be comprised of no less than ten (10) Masters. Notwithstanding anything to the
contrary contained herein, Company shall have the right to the automatic exercise of its
options under this Agreement if during the applicable period, Company releases not less
than twenty (20) Masters regardless of the number of Albums actually released during
the period. At Company's request, Artist shall re-record any Composition recorded
hereunder until a recording, which in Company's sole judgment is technically and
commercially satisfactory for the manufacture and sale of Records. shall have been
obtained.

6. RECORD PRODUCTION AND EXPENSES:

a) Company shall pay the Recording Costs ("Recording Coste) of the Masters
recorded at recording sessions conducted pursuant to this Agreement, which shall be
recouped by Company before the sptit of Net Receipts stated herein. The expenses
subject to this Section shall be provided to Artist under the accounting obligations set
forth in Section 17.

b) All Recording Costs paid or payable by Company under this Agreement shall be
Expenses as defined in this Agreement. Artist shall not incur any Recording Costs not
previously approved by Company in writing. Should Artist fail to obtain such advance
approval, the cost incurred shall be an Unauthorized Expense (Unauthorized Expense"),
which shall be deemed a material breach of this Agreement, and Artist shall be
personally responsible for such expense to any third party. If Company nonetheless
chooses to pay for such Unauthorized Expense, then the Unauthorized Expense shall be
treated as an Advance to Artist, recoupable by Company before split of the Net Receipts
stated herein.

c). Artist represents it will cooperate with publicity and promotional efforts of the
Company to support sales of the record by appearing from time to time as requested by
Company. Company shall pay for any costs of transportation of the Artist and other
reasonably necessary personnel as determined by the Company and such costs shall be
considered Expenses under this Agreement, recoupable by Company before the split of
Net Receipts stated herein. The expenses subject to this Section shall be provided to
Artist under the accounting obligations set forth in Section 17.

5
7. ARTWORK: Company shall be the owncr of the copyright in all artwork created
for and incorporated into packaging of Artist's Records ("Artwork") released pursuant
to this Agreement. All costs paid by Company for preparation of such artwork and for
securing the rights to such Artwork shall be an Expense as set forth in this Agreement,
recoupable by Company before the split of Net Receipts stated herein. The expenses
subject to this Section shall be provided to Artist under the accounting obligations set
forth in Section 17.

Company shall consult with Artist in connection with such Artwork. However, in the
event of a disagreement concerning sarne, the decision of Company shall control.

8. A. MASTER RIGHTS: The copyright in each Master recording of each and every
song recorded and/or submitted during the Term, together with the performances
embodied therein, shall, from the moment of creation, be entirely the property of
Company in perpetuity, throughout the Territory, free of any claim whatsoever by Artist
or by any persons deriving any rights or interests from Artist. For the purposes hereof,
all such Master recordings shall be works made for hire under the United States
Copyright Law. Company shall have the right to secure registration of the sound
recording copyright in and to the Masters in Company's name as the owner and author
thereof and to secure any and all renewals of such copyright. In the event such works are
deemed not to be works made for hire, then pursuant to this Agreement you hereby
irrevocably assign and transfer any and all of Artist's rights to the Masters and the
copyrights in the Masters to Company. You shall, upon Company's request, execute and
deliver to Company any assignments of copyright (including renewals and extensions
thereof, and related documents) in and to such Master recordings as Company may deem
necessary or appropriate. Company (and its Licensees) shall have the sole and exclusive
right in perpetuity to use the Masters throughout the Universe or any part thereof in any
manner it sees fit, including without limitation the following rights:

a) To manufacture, advertise, sell, distribute. lease, license, or otherwise use the

Masters and Records embodying the songs, in any or all fields of use, including Digital
Transmissions, by any method now or hereafter known, upon such terms and
conditions as Company may elect or, in its sole discretion, to refrain from doing so;

b) To use and publish the (including all professional, group, and assumed or
names

fictitious names), photographs and biographical material of Artist, in connection with

the promotion, exploitation and sale of Records; and

c) To release derivatives of anyone or more of the Masters on any medium or device

now or hereafter known, under any name, trademark or label which Company and its
Licensees may from time to time elect.

8. [Link] RIGHTS: Artist agrees to transfer, assign and convey to

Company an undivided Fifty Percent (50%) of Artist's financial share (or Artist's entire
publisher's sbare) in musical compositions written or co-written by Artist during the
term of this Agreement ("Artist's Share"). For avoidance of doubt, Artist retains one
hundred percent (100%) of Artist's writer's share interest in performance royalties,
which Artist will collect direct from the appropriate PRO both during the term of this
Agreement and in perpetuity post-termination of this Agreement Artist's transfer,
assignment and conveyance of his Sbare includes One Hundred Percent (100%) of
Artist's ownership and interest in and to tbe compositions, including without limitation,
the copyright in each and every musical composition created during the Term shall be
from the moment of creation in perpetuity, throughout the Territory and any renewals or
extensions thereof, and all other rights of any nature therein, together with the sole and
exclusive right to administer all rights in and to the compositions throughout the
Territory for the life of the copyright therein ("Subject Compositione). Company shall
have the right to secure registration of the copyright in and to each Subject Composition
as the owner of all right, title and interest, throughout the world, for all purposes,
without condition, restriction or limitation, together with the right to secure any and all
renewals of such copyright. You shall, upon Company's request, execute and deliver to
Company any assignments of copyright (including renewals and extensions thereof, and
related documents) in and to such Suhject Compositions as Company may deem
necessary. Company (and its Licensees) shall have the sole and exclusive right in
perpetuity to use the Suhject Compositions throughout the Universe or any part thereof
in any manner it sees fit. Company shall provide Artist credit as songwriter in all
appropriate places for any Subject Composition written in whole or in part by Artist; but
Company's failure to do so shall not invalidate this Agreement or be deemed a breach of
Agreement.

9. VIDEO RIGHTS: During the Term hereof, Company sball have the exclusive
worldwide right to manufacture and distribute audiovisual programs ("Videos") for
commercial and/or promotional purposes including any commercial sale or other
exploitation of so-called "Long form" Videos or authorize others to do so. All recording
and production costs directly or indirectly incurred in connection with the creation of
Videos shall be considered Expenses.

The expenses subject to this Section shall be provided to Artist under the accounting
obligations set forth in Section 17.

10. DISTRIBUTION:

a) Distribution Agreement: Company may attempt, at its discretion, to secure retail

distribution for the Albums released under the Initial Period, including by a Major
Distributor ("Majoe) (i.e. Sony, Universal, Warner Brothers, or their affiliate labels),
capahle of National distribution. In the event Company enters into a distribution
agreement with any distributor of records ("Distributoe), whether a Major, an affiliate
of a Major, or an independent Distributor, and in any event this Agreement is in conflict
with the Agreement between Company and Distrihutor for the distribution of Artist's

7
Records ('Distribution Agreement"), the Distribution Agreement terms shall control
only as to those terms inconsistent and in conflict with the terms of this Agreement. At
Company's request, Artist shall sign any inducement letter or other document reasonably
required by Distributor. The material terms of any distribution agreement with an
affiliated company must be disclosed to Artist contemporaneously and must contain
compensation and/or fees payable to the distribution company at fair market value in
consideration of competing third-party distributors; provided, however, that failure to
disclose such material terms of any such distribution agreement shall not be a default
hereunder unless Company fails to deliver such terms to the Artist within 30 days of
written request by the Artist.

b) Release Commitment: Company shall release in the United States, any Album
recorded under this Agreement within six (6) months after delivery ("Delivery") of the
respective Album via normal retail channels in the United States in configuration of a
compact disc through a Distributor. Notwithstanding the foregoing, instead of releasing
the Album through a Distributor within said time, Company shall have the right to self-
release the Album via the Internet within such time, which self-release shall trigger
Company's right to the automatic exercise of its option to extend this Agreement. Any
release and/or distribution to the internet of masters created under this Agreement must
be made available on all normal on-linc retail outlets. Should Company fail to release
the Album through a Distributor or to self-release the Album within such time, and so
long as Artist is not in default under Section 5 of this Agreement, there shall be no
automatic extension of the Agreement into the applicable Option Period, and this
Agreement shall terminate by its own terms with neither party having any future
obligations to the other except as it relates to the rights, including without limitation the
right of Company to recoup all its expenses before paying Artist any portion of Net
Receipts, together with all other rights granted to Company for any Album recorded and
released by Company.

11. SIDE ARTIST: Artist shall not be prohibited from performing a.s a so-called
"side-artist" for third parties. In connection with any such recording for anyone other
than Company, the following conditions shall apply:

a) Artists name and likeness shall not appear on the front cover of any such
recording;

b) On any liner or inserts, Artists name shall not appear in larger size type than any
other side artist;

c) Artist may not create, form, or become a part of any other group without the formal
written consent of Company. More than one member is permitted to appear as a side
artist on the same recording, but this activity must not interfere with this Agreement or
the Artists obligations to the Company.

d) Artist shall not render a solo performance without the prior consent of Company, and

8
in any event Company shall receive a courtesy credit which states that Artist appears
courtesy of Company; and

e)Any payment for any and all work as a "side-artist" shall he paid to Company, to he
property accounted for under the terms of this Agreement.

12. REMOVED ARTIST & LEAVING MEMBER OF THE CONCEPT GROUP:

a) If Company includes Artist in the "concept group" but later Artist withdraws or the
Company removes Artist front the group for Cause as defmed herein, the removed
Artist shall be entitled to: only to his pro rata share of net receipts (after deduction of
any and all Expenses) to the group, if any, calculated to the day that the Artist was
removed. Moreover, notwithstanding the foregoing, should Artist have failed to cure a
material breach of this Agreement at the time Artist is removed from the group hy the
Company, the rernoved Artist shall be liable for any and all damages, costs, and
expenses caused by his breach, including without limitation reasonable attorneysfees,
all of which damages, costs, and expenses shall be recoupable from Artist's pro-rata
share of Net Receipts, if any and/or post-termination compensation. Company shall
have the right at any time to remove a member of the "concept group" only for "Cause"
which is defined as follows:

1. Fraud, embezzlement, or theft;

2. WHIN or grossly negligent misconduct damaging to the Company or
conduct which reasonably could be expected to adversely affect the
reputation of the Artist, the group or the Cornpany;
3. Continued failure to perform duties owed to the Company;

4. An action or omission of Artist whieh constitutes a willful or material breach

of, or failure or refusal to perform his duties under this Agreement which is
not cured within seven (7) days after his receipt of written notice of same;

5. Any willfulor material breach by Artist's guardian under the Guardian's

Assent and Guaranty attached hereto as Exhibit "B"; or

6. Being charged with a felony involving moral turpitude.

Company shall have the absolute right to replace any removed Artist with another
Artist, or to not replace the removed Artist, at Company's option.

b) If any Artist in the concept group ceases for any reason to perform as a member of
the group under this Section 12, Company shall retain all rights to the exclusive
entertainment services of the Artist as described in this Agreement for the Term of the
Agreement.

9
13. MERCHANDISE: Artist grants Company, throughout the World, the exclusive
right during the Term hereof, to exploit and reproduce and authorize others to exploit
and reproduce Artists individual names (both professional and legal and whether
presently or hereafter used by Artist) irnage, likeness and other identification and
biographical material concerning Artist, and any trade name, trademark or service mark
used by Artist (collectively, "Name and Likeness") in any manner and in any mediu.m,
now known or unknown ("Merchandising Rights"), including, without limitation, in
connection with the manufacture, distribution or sale of reproductions of Artists Name
and Likeness on any and all products such as, but not limited to, t-shirts, posters, buttons
and pins or in connection with any services ("Artie les) in addition to Records and other
exploitations of the Masters; or Company may, in its discretion, refrain from any of the
foregoing. Any merchandise sold by Company under this Section must be consistent
with Company's obligations set forth in Section 4(h)(iii). Any license or other
agreement entered into by Company during the Term hereof for the exploitation of the
Merchandising Rights shall be effective for the duration of that license or agreement,
whether ending before of after the end of the Term hereof. In respect to any Merchandise
design created and sold during the Term containing the Artwork, Company shall have
the exclusive right thereafter to continue in perpetuity to manufacture and sell
Merchandise incorporating the Artwork.

The expenses subject to this Section shall be provided to Artist under the accounting
obligations set forth in Section 17.

14. LIVE PERFORMANCE AND PUBLIC APPEARANCE INCOME: Company

agrees that during the Term of this Agreement, Company shall provide tour support
("Tour Support") to Artist for all live perforrnances and public appearances, including
without limitation a tour. Company shall have the right to collect Gross Receipts payable
to Artist (or Company) for any and all live performances and/or public appearances. For
purposes of this Agreement, Tour Support shall mean the payment of all Company
approved travel, lodging and per diem expenses incurred by Artist to travel to and from
the live performance or public appearance, together with any and all other expenses
incurred in such performance or appearance that are approved and paid by Company.

15. COLLECTION OF INCOME: During the Term of this Agreement and (except
where otherwise more specifically stated) in perpetuity thereafter, Company shall
receive and collect all forms of Gross Receipts related solely to works created during
the Term of this Agreement and/or generated by Artists activities in the entire
Entertainment industry during the Term of the Agreement, including without limitation,
from record sales, video sales, tv shows, movies, endorsement deals, merchandise, live
shows, social and digital media presence and public appearances, online and digital
distribution, and all other forms of income, including but not limited to:

a) all Gross Receipts derived from advances, royalties, fees or income derived from
the sales or licenses of the Masters recorded hereunder including but not limited to

10
sales of Records;

b) All Gross Receipts derived from advances, royalties or fees payable to for
publishing income derived from the exploitations and licenses issued by Cornpany.
Following the Term of this Agreement, Artist will be entitled to continue to collect
One Hundred Percent of his writer's share performance royalties with respect to
Subject Compositions directly from the applicable PRO;

c) all Gross Receipts derived from advances, royalties or fees payable for sales of
Merchandise derived frorn the exploitations and licenses of Merchandising Rights
issued by Company during the Term of this Agreement or, if collected following the
Term, relating only to Artwork for Merchandise created during the Term; and

d) during the Term only, all Gross Receipts derived from advances and fees paid for
Live Performances and/or Public Performances by Artist.

e) To the extent not addressed in this Section, Artist's right to post-termination payrnents
is set forth in Section 16 below.

16. COMPENSATION AND INCOME: Company agrees to pay Artist as follows

a) Company shall compensate Artist as follows:

(i) Per Diem: the Company agrees to pay the Artist S40 per day (S60 per day if
engaged in international tour) while Artist is engaged in touring services under this
Agreement, including practices under direction of Company and actual days performing
while on tour, including the day prior to and after the conclusion of any series of live
perforrnances under this Agreement. All other expenses related to touring are paid
directly by the Company and recoupable by the Company before calculation of Net
Receipts.

(ii) Recording and/or Writing Sessions: the Company agrees to provide

reasonable living accommodations to the Artist while the Artist is engaged in recording
and/or writing sessions under the direction of the Company.

(iii) Ifthe end of the first calendar year after the Effective Date (a "Measuring
at
Year") the Company has cumulative Net Receipts in excess of such amount as would
be (i) a cash-on-cash return to the Company on the gross amount of cash contributed to
the capital of the Company at any time after the date of inception of the Company
through the end of the Measuring Year (the "Cash-on-Cash Return") of one hundred
percent, plus (ii) ten percent (10%) of the Net Receipts of the Company (the "Excess
Net Receipts"), then on or before May 15 of the following calendar year the Company
shall also pay to the Artist, subject to deductions and withholding required by law, a
sum equal to sixty (60) percent of such Excess Net Receipts divided by the number of
members of the group determined after taking into account any amount previously paid
to the group by the Company pursuant to this Section 16. Further, the revenue and

11
costs necessary for the applicable calculation of Net Receipts will be accounted for as

provided in Section 17.

(iv) For as long as Company collects any revenue under this Agreement,
including after the Term of this Agreement expires, the Company will perform the Net
Receipts calculation to determine whether Excess Net Receipts are distributable under
this subsection on June 30 and December 31 of each year. In each instance, if the
Company determines the existence of Excess Net Receipts under this subsection, the
Company shall also pay to the Artist, subject to deductions and withholding required by
law, a sum equal to sixty (60%) percent of such Excess Net Receipts divided by the
[lumber of members of the group determined after taking into account any amount
previously paid to the group by the Company pursuant to this Section 16. The
Company will make any required payments under this subsection resulting from the
June 30 calculation on or before the following September and from the December 31
1

calculation on or before the following March 1.

For purposes of this Agreement, any determination of the Cash-on-Cash Return or Net
Receipts of the Company made, or relied on, by the Company in good faith shall be
binding on the Company and the Artist, subject to the Artist's rights to audit the books
and records of the Company provided in Section 17 of this Agreement.

b) Artist's rights to payments under section 16.a. shall continue in perpetuity for the
exploitation of all works and/or properties created during the Term of this Agreement
and shall terminate only if Artist fails to complete the full Term of this Agreement (and
any extensions) or if Artist breaches or disaffirms, or defaults under tbis Agreement.

17. ACCOUNTING:

a) Statements as to the Company's calculation of Net Receipts under Section 16 and,

Excess Net Receipts payable, if any, shall be sent by Company to Artist on a semi-
annual basis, on or before the sixtieth (60th) day after the end of June 30 and
December 31 of each calendar year for as long as the Company collects any revenue
under this Agreement. The Company is obligated to provide its calculation of Net
Receipts regardless of whether amounts are payable to Artist at that time or not.
Statements reflecting the Company's calculation of Net Receipts shall include
statements of (i) aggregate company services expenses, (ii) aggregate sums received
by the Company on Artist's behalf, (iii) aggregate recording and production costs,
(iii) aggregate travel expenses, (iv) aggregate Merchandise receipts, and (v)
aggregate live performance and appearance income included in the calculation of Net
Receipts for such period.

b) Artist shall be deemed to have consented to all statements and accountings rendered
by Company to Artist hereunder and each such statement or other accounting shall be
conclusive, final, and binding with respect to all items described thereon and shall not
12
be subject to any objection for any reason whatsoever unless specific objection in
writing, stating the basis thereof, is given by Artist to us within six (6) months after the
date the statement or accounting is received by Artist with respect to any item thereon,
other than with respect to the calculation of revenue attributable to any publishing
receipts or royalties related to the exploitations of Master Recordings not previously
included in the calculation of Net Receipts hereunder for which Artist shall have two (2)
years after the date the statement or accounting is received by Artist to object to such
calculations.

c) Artist may appoint an accountant orother representative to review and/or audit the
books and records of the Company related to all revenue and expenses comprising the
calculation of Net Receipts under this Agreement for a period of (i) six (6) months after
receipt of the statement under this Section 17 or receipt of any statement of revenue
and/or costs rendered under this Agreement or received by Company under this
Agreement other than with respect to the calculation of revenue attributable to any
publishing receipts or royalties related to the exploitations of Master Recordings; and
(ii) two (2) years after receipt of the statement under this Section 17 or receipt of any
statement of revenue and/or costs rendered under this Agreement received by Company
under this Agreement with respect to the calculation of revenue attributable to any
publishing receipts or royalties related to the exploitations of Master Recordings not
previously included in the calculation of Net Receipts hereunder, but not more
frequently than once per year. The costs of such review and/or audit are borne by Artist,
and the review/audit may only occur during our normal business hours and upon
reasonable written notice to the Company. The Company shall have no obligation to
permit Artist to so examine Company's books relating to any particular statement more
than once. If anyone of Artist's review reveals error of more than 10% of the amount
owed to Artist, Company shall immediately pay Artist the full amount due, plus the cost
of Artist's review up to $2,500.00 per review.

d) All
accounting rights and obligations hereunder survive termination of this
Agreement.

M. NAME & LIKENESS:

a) Exclusively during the Term of this Agreement and non-exclusively thereafter for as
long as Company shall be entitled to the rights granted to it under this Agreement,
including the sale of Records or the sale and distribution of Merchandise, Artist hereby
licenses to Company the right, and to license others tbe non-exclusive right, to use
Artist's name, approved likeness, voice, approved biographical material or other
identification for use in association witb any promotion, marketing or advertising, in
any medium now known and existing or that is created in the future, including, but not
limited to, social and digital media of the individual Artist, such as Instagram,
Facebook, Twitter, Vine, Snapchat and similar mediums. During the Term of this
Agreement, Artist shall not license or consent to the use of Artist's name, likeness,
voice, biographical material or other identification, for or in connection with the
recording or exploitation of Records under this Agreement by or for anyone other than
13
Company. This paragraph shall not limit Company's rights granted by Artist regarding
Merchandising Rights set forth in this Agreement.

b) Artist (if
rendering entertainment services to Company as a solo Artist, which can
only occur upon written consent of the Artist and Company during the Term of this
Agreement) provides Company exclusive right to use Artist's name and likeness during
the Term of this Agreement and non-exclusively thereafter for as long as Company shall
be entitled to the rights granted to it under this Agreement.

19. DEFINITIONS: For the purpose of this Agreement, the following terms shall
have the following meaning:

"Advance" shall mean any payment by Company to Artist (except payments of

Excess Net Receipts). All Advances are Expenses and are fully recoupable by
Company, together with any and all other Expenses of Company, before any payment
of any share of Excess Net Receipts to Artist.

"Audio-Visual Recordings" ("Videos") shall mean devices reproducing audio

performances or recording artists together with a visual image for home use or
otherwise, embodying Artist's performances.

"Compositions" shall rnean any single musical composition, irrespective of

length, including all spoken words and bridging passages and a medley.

"Contract Period" shall mean any period of the Agreement wherein a term or obligation
may be applicable, either in the Initial Period or any subsequent Option Periods.

"Delivery" shall mean Company's receipt of newly-recorded, technically and

commercially satisfactory (to Company) Masters to constitute the Record, required to
be given to Company as per this Agreement (mixed and mastered), together with all
necessary licenses, approval, consents and permissions and all Artwork to be used in
connection with the production and distribution of Records derived from the Masters
recorded hereunder.

"Digital Formar shall mean a digital configuration of a Master Recording used in

furtherance of delivering the Master Recording through a Digital transmission including
but not limited to digital files such as MP3, MPEG, WAV, RAM, etc. or any other
digital file now known or created in the future.

"Digital Transmissione shall mean the transmission and distribution to the consumer of
Digital Formats or other configurations other than physical Records, whether of sound
alone, sound coupled with an image or sound coupled with data, in any fonn including
but not limited to the downloading or other conveyance of Artist's performance on
Masters or Audiovisual Recordings recorded hereunder by telephone, satellite, cable,
direct transmission over wire or through the air, and on-line computers whether a direct
or indirect charge is made to receive the transmission.

14
"Entertainment Services" shall mean the exclusive services of Artist performed in the
music industry now existing or hereafter developed including but not limited to the areas
of Recording, Songwriting, Publishing, Merchandise Rights and Live Performance as
set forth in this Agreement.

"Expenseeshall mean any and all expenses whatsoever incurred by Company,

including without limitation all Advances, signing bonuses, and any other payments to
or on behalf of Artist (except any payments to Artist of Excess Net
Receipts after
deduction of all Company's Expenses), any salaries of employees of Company, any
reasonable legal fees, accountant's fees, or other professional necessary for advancement
of Artist, travel expenses, taxes, any Recording Costs (as that term is defmed herein)
payments to union pension and welfare funds, editing costs, distribution fees, licensing
fees, and other payments to third parties on Artist's or Company's behalf, tour support,
and legal and accounting fees payable to Companys lawyers and accountants, and to
Artist's legal counselor accountant (if any such payments are actually made by
Company) and customary artwork, all taxes, mechanical royalties payable to third
parties or payable to Artist hereunder, manufacturing, packaging charges, all legal fees
or expenses paid by Company on artist's behalf, all costs attributed to promotion,
marketing and advertising expended in furtherance of the sale of Records produced from
the Masters; costs to create merchandise; Attorney's or Accounting fees or other
administrative expenses, including but not limited to those paid for the creation,
enforcement, licensing or exploitation of Artist and Artist's lights granted to Company
herein, and; any other costs, fees, or expenses related to the representation or
exploitation of Artist consistent with the terms of this Agreement; administrative and
exploitation expenses of Company, including without limitation, copyright registration
fees, advertising and promotion expenses, the costs of transcribing for lead sheets, and
the costs of producing demonstration records, and; any other costs, fees, or reasonable
expenses related to the representation or exploitation of Artist or of any nature
whatsoever.

"Extended-Playing" ("EP") shall mean a Record that has no less than five (5)
Compositions and being no less than twenty (20) minutes in duration.

"Gross Receipts" shall mean any and all revenue, income and sums derived and actually
received by the Company (after deduction of any collection or other fees charged by any
third party and after deduction of any collection fee or share of royalties charged by any
third party used by the Company). For this purpose. Gross Receipts shall not include
deposits with the Company until forfeited by the persons making such deposits; or
advance payments until such time as they are earned by the Company.

"Initial Period" shall mean the first period of the Contract Period.

"Master Recordine ("Master or "Masters") shall mean any original recording,

producfion, and/or manufacture of Records, together with any derivatives thereof.

"Net Receipte shall mean all Gross Receipts received by Company under the terms of
this Agreement after deducting any and all Expenses incurred under this Agreement
15
whatsoever, including, without limitation, any and all advances, signing bonuses, or
other sums paid to Artist by Company, any salaries of employees of Company, any
legal fees, accountant's fees, or other necessary professional, travel expenses, taxes, and
related or similar costs or charges.

"Option Period" shall mean a period of the Contract Period following the Initial
Period.

"Records," shall mean all forms of sound reproductions whether now known or
unknown, on or by which sound may be recorded for later transmission to listeners,
embodying sound, including, without limitation, discs of any speed or size, vinyl,
compact disc, reel-to-reel tapes, cartridges, cassettes, audiovisual recordings, digital
formats, Digital Transmissions.

"Recording Costs" shall mean all costs incurred with respect to the production of
Masters embodying the Artist's performances, including audio visual recordings, and
which are customarily recognized as Recording Costs in the phonograph record industry
including but not limited to all expenses incurred in connection with the production,
mixing and mastering of audio and/or visual masters and all payments and/or advances
to Artist hereunder, as well as payments to all of the musicians (including without
limitation, instrumentalists, leaders. arrangers, orchestrators, copyists and contractors)
vocalists and producers, if any, rendering services in connection with any recordings
hereunder, payments to union pension and welfare funds, costs of cartage and
instruments hire, studio or hall rentals, editing costs, payroll taxes and other payments
to third parties on Artist's behalf related to recording costs, fees to third party producers
or side artists, fees for
replay or a sampling license, and other reasonable expenses
incurred by Company for the purpose of production of the Masters; costs, taxes and/or
third party payments in connection with the creation, production, manufacture and
exploitation or use of such Records. Masters or Videos recorded or produced under this
Agreement.

"Term" shall mean the duration of the Agreement including the Initial Period and
subsequent Option Periods.

"Territory" shall mean the entire Universe.

20. WARRANTIES AND REPRESENTATIONS: Artist warrants and represents
the following:

a) Artist is not now and during the Term shall not be

party to or bound by any contract
a

or agreement that will interfere in any manner with the manufacture and marketing and
sale of the Recordings by Company. Artist is under no disability, restriction or
prohibition with respect to Artist's right to sign and perform under this Agreement.

b) The songs and perforrnances embodied in the Recordings, and any use thereof by
Company or its grantees, licensees, or assigns, will not violate or infringe upon tbe
rights of any third party. Artist has secured all proper licenses for the right to perform
and record all or any part of the performances or recordings embodied on Artist's
Master including for the use of any third party's recording or composition for use in

16
what is commonly known as "sampling", "replay", or "interpolation".

c) Artist expressly acknowledge that Artist's services hereunder are of a special, unique,
and intellectual character which gives them peculiar value, and that in the event of a
breach by Artist of any term, condition, or covenant hereof, Company will be caused
irreparable injury. You expressly agree that in the event you shall breach any provisions
of this Agreement, Company shall be entitled to seek injunctive relief and/or damages, as
Company may deem appropriate, in addition to any other rights or remedies available to
Company, and Company shall have the right to recoup any such damages resulting from
any such breach, which shall be reduced to a final, adverse judgment, from any monies
which may be payable to you hereunder or under any other agreement between Artist
and Company or Company's affiliates.

d) During the Tenn of this Agreement, if required by law or any other agreement that
Company may become a party to, Artist shall become and remain a member in good
standing of any appropriate labor union or unions. If Company becomes a party to any
such union agreement, Company shall give Artist written notice of such action.

e) Artist warrants that it is the sole owner of its professional name and that Artist has the
sole and exclusive right to use and to allow others to use the Artist's professional name
in connection with Artist's Entertainment Services.

f). Artist understands that the record industry and sales of records is speculative and that
Company makes no warranty or representations as to the success of the sales of Artist's
Records distributed and sold hereunder.

g) Artist herehy warrants and represents that it has the right to enter into this Agreement
and to grant to Company any rights ganted herein, and doing same will not violate or
infringe upon any eommon law or statutory rights of any person, firm or corporation,
including witbout limitation, contractual rights, copyrights and rights of privacy. The
rights granted herein are free and clear of any claims, demands, liens or encumbrances.
Artist acknowledges that Company has the right to administer and publish compositions
other than Artist's Controlled Compositions.

h) The parties hereto shall execute any further documents including without limitation,
assignments of copyrights, and do all acts necessary to fully effectuate the terms and
provisions of this Agreement. lf Artist is not yet 18 years of age at the signing of this
Agreement, he shall sign Exhibit "A", attached hereto and made pan hereof,
immediately upon reaching his 18th birthday.

21. INDEMNIFICATION: Artist does hereby indemnify, save and hold harmless the
Company of and from any and all loss and damage (including reasonable attorney's fees)
arising out of or connected with any claim by any third party regarding any act by Artist
which is inconsistent with any of the warranties, representations, and/or agreements
made by Artist herein, and agrees to reimburse Company on written demand for any
reasonable payment made by Company at any time with respect to any liability or claim
to which the foregoing indemnity applies. Pending the determination of any claim
17
involving such alleged breach or failure by Artist. Company may withhold sums due
Artist hereunder in an amount consistent with such claim. Any judgments against
Company resulting solely from Artist's breaches of warranties, representations and/or
contractual obligations herein, and any settlements by Company of claims against Artist
and/or Company arising solely from Artist's breaches of warranties, representations
and/or contractual obligations herein, together with costs and expenses including
counsel fees shall be paid to Company promptly upon demand and may also be recouped
by Company from any money that would otherwise be payable to Artist [Link].

22. CURE OF BREACH: Neither party will be deemed in breach unless the other party
gives notice and the notified party fails to cure within thirty (30) days after receiving
notice (fifteen (15) days, in the ease of a payment of money); provided, that if the
alleged breach does not involve a payment of money and is of such a nature that it
cannot be completely cured within thirty (30) days, the notified party will not be deemed
to be in breach if the notified party commences the curing of the alleged breach within
such thirty-day period and proceeds to complete the curing thereof with due diligence
within a reasonable time thereafter.

23. ENTIRE AGREEMENT: This Agreement sets forth the entire understanding and
agreement between the parties, and cannot be changed, modified or cancelled except
by an instrument signed by the party sought to be bound.
24. SUSPENSIONS AND DEFAULT:

a) Company reserves the right by written notice to Artist to suspend its obligation
hereunder and/or to extend the expiration date of the then-current Contract Period for the
duration of the following contingencies if, by reason of Artist's breach of any
representation, warranty anclior contractual obligation hereunder, the Company is
materially hampered in the recording, manufacture, distribution or sale of Records.

b) hi the event of any default or breach by Artist in the performance of any of Artist's
obligation or warranties hereunder, Company, by written notice to Artist, in addition to
any other rights or remedies which it may have at law or otherwise, at its election, may
terminate the Term or may suspend its obligations hereunder for the duration of such
default or breach and/or may extend the expiration date of the then-current Contract
Period for a period equal to all or any part of the period of such default or hreach.

25. APPROVAL: Wherever in this Agreement Artist's approval or consent is

required, Artist's approval shall not be withheld unreasonably and failure to give such
approval or disapproval within seven (7) days of notice by Company shall be deemed
an approval by Artist. If and when such approval is to be mutual, in the event of a
dispute Companys decision shall control.

2. ASSIGNMENT: Suhject to Section 27 below, Company shall have the right to

assign this Agreement or any of Company's rights hereunder or to delegate our
obligations hereunder or any part thereof to any third party but cannot, without Artist's

18
written permission, extend the term of this Agreement beyond its current terms in the
assignment. Specifically, but not limiting the generality of the foregoing, Company shall
have the right to enter into a recording, production or distribution agreement, on terms
no less favorable than those contained herein, for the provision of Artist's services as
exclusive recording artists or to assign any of our rights hereunder to any "Major's record
company, its affiliate, or any nationally distributed independent label, (as those terms are
understood in the recording industry) provided such agreement does not, without Artist's
written permission, extend the term of this Agreement beyond its current Term.
Company shall have the right to assign, in whole or in part, this Agreement to an entity
such as Live Nation, provided the terms of such assignment are no less favorable to
Artist than the terms of this Agreement. Artist's rights and obligations hereunder are
personal, non-assignable and non-delegable.

27. KEY MAN: In the event that any two of David Loeffler, Randy Phillips or T,
Steven Miller shall cease their involvement with Company or otherwise materially
change their respective involvement with the Company and/or the Artist prior to the
release of the first Album (each a "Termination Evenr), then Artist shall have the right
to terminate the Terrn, effective immediately, by providing written notice thereof to
Company within 30 days after the occurrence of such Termination Event.

28. SUCCESSOR IN INTEREST: This Agreement shall inure to the benefit of and be
binding upon each of the parties hereto and their respective successor, permitted assigns,
and representatives. Company may, at its election, assign this Agreement or any of its
rights hereunder subject to Section 27.

29. INVALIDITY OF TERMS: If any clause, sentence, paragraph or part of this

Agreement, or the application thereof to any person, shall for any reason be adjudged by
a court of competent jurisdiction to be invalid, such judgment shall be limited and
confined in its operation to the clause, sentence, paragraph or part thereof directly
involved in the controversy in which such judgment shall have been rendered and to the
person involved.

30. NOTICES: All notices hereunder required to be given to Company shall be sent
to Company at its address first mentioned herein and all statements (any payments)
and all notices to Artist shall be sent to Artist as Artist's address first mentioned
herein, or such other address as each party respectively may hereafter designate by
notice in writing to each other. All notices shall be in writing and shall bc by sent by
registered mail or certified mail, return receipt requested. The day of mailing of any
such notice shall be deemed the date of the giving thereof. Statements (and payments)
may be sent by regular mail or hand delivery. All notices shall be served upon
Company to the attention of President.

31. APPLICABLE LAW AND VENUE: This Agreement shall be deemed to have
been entered into in the State of Florida, regardless of where it is actually signed, and the

19
Florida, with respect to the determination of any claim, dispute or disagreement which
may arise out of the interpretation, performance or breach of this Agreement, regardless
of any conflicts of law provision to the contrary. Any process in any action or
proceeding commenced in the courts of Florida or elsewhere, arising out of any such
claim, dispute or disagreement, may among other methods be served upon Artist by
delivering or mailing the same, via registered or certified mail, addressed to Artist at the
address first above written or such other address as Artist may designate. Venue for all
actions shall be in Orange County, Florida.

32. AMENDMENT: This writing sets forth the entire understanding between the parties
with respect to the subject matter hereof, and no modification, amendment, waiver
termination or discharge of this Agreement shall be binding upon the Company unless
confirmed by a written instrument signed by an authorized officer of the Company. No
waiver of any provision or any default under this Agreement shall constitute a waiver by
Company of compliance thereafter with the same or any other provision or its right to
enforce the same or any other provision thereafter.

33. MEDIATION: Any claim or dispute arising out of or relating to this Agreement or
the breach thereof (except for claims for injunctive relief by Company) shall first be
submitted to mediation. In the event mediation of the parties hereto is unavailable or not
successful, then each party hereto shall have the right to pursue any claim arising out of
the dispute by any other legal means available to them in a Court of competent
jurisdiction located in Orange County, Florida.
34. MISCELLANEOUS:

a)Nothing contained herein shall constitute a partnership between or a joint venture

by Company and Artist. Artist is an independent contractor, and not an employee of
Company.

b) The captions at the begMning of paragraphs are for purposes of convenience and
reference only, except for the caption to Section 35, below, which is part of an
important notice to Artist.

c) "Artist" shall sign and deliver to Company any document that the Company, in its
judgment, may deem necessary or advisable to effectuate the intention of this
Agreement, including but not limited to letters of direction, copyright and/or trademark
assignments, authorization letters, etc., including Exhibit "A", attached hereto and made
part hereof. Artist, if under eighteen (1. 8) years of age at the time he signs this
Agreement, shall cause his parents and/or guardians to sign Exhibit "B", attached hereto
and made part hereof.

35. ARTIST'S RIGHT TO LEGAL REPRESENTATION: Artist represents and

warrants that Artist has/have read this Agreement; and Artist understands that this is an

20
important legal document. Artist hereby represents and warrants that Artist has been
advised of its right to seek independent legal counsel in connection with the negotiation
and execution of this Agreement and that Artist has either retained and has been
represented by such legal counselor has knowingly and voluntarily waived its right to
such legal counsel and desires to enter into this Agreement without benefit of
independent legal representation.

The effective date of this Agreement shall be the first date written above.

SIGNATURE ENTERTAINMENT, LLC

Digitalty signed by T. Steven Mlle
T. Steven DN: cn-T. Steven MIlei,
o =Omicron Media Group, LLC, ou,

Miller
emall=stevea,h [Link],
c=1.15
Date 2016.09/3 1112604 -0400"

T. Steven Miller, President

Artist's Signature
—

..- •

e
•

110-1 esson

Artist's Printed Name Corl.),yel Se5501

Redacted Redact

Address:

21
 EXHIBIT "A"

Reference is made to the agreement dated as of September ZO 2016, between

me and Signature Entertainment, LLC with respect to my exclusive recording and other
entertaintnent services (the "Agreement"). 1 warrant that I reached the age of eighteen
(18), i.e., the age of majority on Redacted. For good and valuable
consideration, receipt of which is hereby acknowledged, and in order to induce Signature
Entertainment, LLC to continue to rely on the provisions, covenants, representations and
warranties contained in the Agreement, I hereby ratify all of the provisions of the
Agreement, and agree to be bound by all of such provisions, covenants, representations
and warranties.

Very truly yours,

Corbyn Besson

DATED: 0
VZ0/70/

ACKNOWLEDGED AND AGREED:

SIGNATURE ENTERTAINMENT, LLC

T. Steven INgittally sIgned byT. Steven Miller
DN: trt,T. Steven Wallet 0=Ornict.
Media Group, IiCoN

Miller ernatl=stevetyhighwIndstom. c=U5-

Date 2016.09.23 10:26 44 -04.03'
BY:
Its:

22
 EXHIBIT "B"

GUARDIAN'S ASSENT AND GUARANTY

To induce Signature Entertainment, LLC (the "Company") to enter into the agreement
(the "Agreement") dated as of September 2.0, 2016 between Company and Corbyn
Besson (the "Minor) to which this Assent and Guaranty is annexed:

1. Each of the undersigned (jointly and severally, the "Guardians")

represents and warrants to Company that:

(a) The Guardians are the natural parents of the Minor, and have not
lost or surrendered any parental rights through adoption, court order or
otherwise.

(b) The guardians: (i) have read the Agreement and are familiar with all
of the terms, covenants and conditions contained therein; (ii) have had the legal effect of
all the provisions of the Agreement explained to them by a lawyer chosen by them; (iii)
understand the effect the Agreement may have on them and the Minor; and (iv) hereby
fully consent to and approve the execution by the Minor of the Agreement and are
satisfied that the Agreement is fair, just and equitable and is for the benefit of the Minor.

(c) The Guardians reside with the Minor at Nigai

Redacted and warrant that the Minor was born on the following date:
Redacted

2. The Guardians consent to and approve of the Minor's rendering services

pursuant to the Agreement and hereby grant permission to the Minor to enter into the
Agreement and to pursue the business of rendering services as an artist, and that said
pennission shall be deemed sufficient for the purposes of any applicable statute or law.
The Guardians further agree not to revoke said consent and approval during the minority
of the Minor or thereafter.

3. The Guardians hereby agree that Company may petition the Court as provided by law,
for confirmation and judicial approval of the Agreement, and agree to cooperate in such
proceedings. The Guardians further agree that a copy of this Guardian's Assent And
Guaranty (the "Assent and Guaranty") may be filed with such petitions as evidence of
the consent herein granted. The Guardians hereby further agree that
Company may
petition the Court, as provided by law, to place under seal
any petitions or orders and the
copies of the Agreement and this Assent and Guaranty which are filed with the Court for
confirmation and judicial approval of the Agreement.

23
4. The Guardians acknowledge that Company is relying on their consent to
the execution of the Agreement by the Minor under their legal responsibility.

5. The Guardians represent and warrant that the Minor will not disaffirm the
Agreement by reason of the Minor's minority at any time during or after the Minor's
minority. Only upon the event that the Minor disaffirms the Agreement at any time by
reason of the Minor's minority, the Guardians shall promptly reimburse Company a pro-
rata share (based on the number of members comprising the group), or if Artist rendered
his services as a solo Artist, the entire amount incurred during the period of time Artist
rendered solo Artist services, of the unrecouped amount of any Recording Costs paid or
incurred by Company, and any advances or other Expenses previously paid to the Minor
or on the Minor's behalf by Company under the Agreement, and not specifically
attributable to an album or other record which has actually been Delivered. Except as
provided herein, Guardians have no financial responsibility in any manner following the
Term of the Agreement for any unrecouped amounts claimed by the Company. The
liability of the Guardians under this Assent and Guaranty is independent, absolute, direct
and immediate, and is not conditioned upon the pursuit by Company of any remedy
Company may have against the Minor. This Assent and Guaranty is intended to and shall
be valid irrespective of the validity or enforceability of the Agreement. This Assent and
Guaranty shall not be revocable at any time or for any reason, including any modification
of the Agreement with or without notice to the Guardians. The Guardians waive all legal
defenses to the enforcement of this Assent and Guaranty arising out of the Minor's
minority. No failure by Company to exercise any of Companys rights will operate as a
waiver of those rights or any others.

6. The Guardians acknowledge and agree that the Guardians are receiving
good and valid consideration in the Guardiansown right from Company in exchange
for the actions to be taken by and guaranties made by them, said consideration being
the advancement of the professional music career of their child and the receipt of
monies by or on behalf of the Minor that serve to reduce the financial obligations of the
Guardians as to the Minor.

7. This Assent and Guaranty shall apply to the Agreement, to all modifications and
extensions thereof and amendments thereto and to any recording agreement between
Company and the Minor which may be substituted in full or part for the Agreement. Each
and all of the representations, warranties and obligations of the Guardians hereinabove
set forth shall be the joint and several representations, warranties, agreements and
obligations of the Guardians and the Minor, their respective successors, assigns, next of
kin, heirs, administrators, executors, officers and agents.

SIGNATURE ENTERTAINMENT, LLC

Stown Miler
99tAly signed by

T. Steven Millerc,--
CH_ cnvi Steven Mike. c—Omicron Media

By: ernsil—stex,highvfitels
DAM 2016 It9 23 [Link]
cern
evLIS
co co'

Its:

24
AGREED AND ACCEPTED:

Parent (print name): Ray Besson

—9 Adi `.Q1)66311"(-)
Parent (print name): Saskia Besson

CDrAD
Group MaAber (print name): Corbyn Begsorr-

25