IPic Entertainment Inc. Sample Contracts

FORM OF IPIC GOLD CLASS HOLDINGS LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of the Effective Time (as defined herein), is entered into by and among IPIC GOLD CLASS HOLDINGS LLC, a Delaware limited liability company (the “Company”), and its Members (as defined herein).

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iPic Entertainment Inc. Maximum: 2,165,000 Shares of Common Stock $0.0001 par value per share FORM OF SELLING AGENCY AGREEMENT
Selling Agency Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • New York
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FORM OF CLOSING ESCROW AGREEMENT
Form of Closing Escrow Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This CLOSING ESCROW AGREEMENT (this “Agreement”) dated as of this __ day of ________, 2018 by and among iPic Entertainment Inc., a Delaware corporation (the “Company”), having an address at 433 Plaza Real Suite 335, Boca Raton, FL 33432; TriPoint Global Equities, LLC, having an address at 1450 Broadway, 26th Floor, New York, NY 10018 (“Selling Agent”), and WILMINGTON TRUST, N.A. (the “Escrow Agent”), with its principal corporate trust office at 1100 North Market Street, Wilmington, Delaware 19890.

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FORM OF SUBSCRIPTION AGREEMENT Class A Common Stock of iPic Entertainment Inc.
Subscription Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This Subscription Agreement relates to my/our agreement to purchase ________ shares of Class A common stock, $0.0001 par value per share (the “Shares”), to be issued by iPic Entertainment Inc., a Delaware corporation (the “Company”), for a purchase price of $18.50 per Share, for a total purchase price of $___________ (“Subscription Price”), subject to the terms, conditions, acknowledgments, representations and warranties stated herein and in the Offering Circular for the sale of the Shares, dated ________ __, 2018 (the “Offering Circular”). Capitalized terms used but not defined herein shall have the meanings given to them in the Offering Circular.

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OFFICE LEASE BETWEEN DELRAY BEACH 4th & 5th AVENUE, LLC, a Delaware limited liability company, AS LANDLORD, AND IPIC-GOLD CLASS ENTERTAINMENT, LLC, a Florida limited liability company, AS TENANT, FOR Federal Highway and 4th Street DELRAY BEACH, FL...
Office Lease • December 22nd, 2017 • iPic Entertainment Inc. • Retail-eating & drinking places • Florida

This Summary of Basic Lease Information (the “Lease Summary”) is hereby incorporated into and made a part of the attached Office Lease (Net) (this Lease Summary and the Office Lease (Net) to be known collectively as the “Lease”). In the event of a conflict between the terms of this Lease Summary and the Office Lease (Net), the terms of the Office Lease (Net) shall prevail. Any capitalized terms used herein and not otherwise defined herein shall have the meaning as set forth in the Office Lease (Net).

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SECOND AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT By and Among IPIC-GOLD CLASS ENTERTAINMENT, LLC, as Borrower IPIC GOLD CLASS HOLDINGS LLC, as Holdings, Each Borrower Subsidiary from time to time party hereto, and THE EMPLOYEES’...
Master Loan and Security Agreement • February 1st, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Alabama
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IPIC ENTERTAINMENT INC. FORM OF CLASS A COMMON STOCK PURCHASE WARRANT
iPic Entertainment Inc. • January 10th, 2018 • Retail-eating & drinking places • New York

THIS CLASS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Tripoint Global Equities, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 366 days after the latest date when the United States Securities and Exchange Commission (the “SEC”) declares the Offering Statement relating to the initial public offering of the shares of Class A Common Stock of the Company (as defined below) qualified (the “Qualification Date”) (the “Initial Exercise Date”) and on or before the close of business on the date which is three and one-half (3.5) years following the Qualification Date of the Offering Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from iPic Entertainment Inc., a Delaware corporation (the “Company”), up to 47,630 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Cl

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FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This Indemnification Agreement (this “Agreement”) is made and entered into as of this [ ] day of [ ], 2018, by and between iPic Entertainment Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).

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SECOND MODIFICATION AGREEMENT
Second Modification Agreement • August 9th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places

THIS SECOND MODIFICATION AGREEMENT, (this “Agreement”), made as of June 29, 2018 (the “Effective Date”), by and among IPIC-GOLD CLASS ENTERTAINMENT LLC, a Delaware limited liability company (the “Borrower”), IPIC GOLD CLASS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), IPIC TEXAS, LLC, a Texas limited liability company (“IPIC Texas”), IPIC MEDIA, LLC, a Florida limited liability company (“IPIC Media”), DELRAY BEACH HOLDINGS, LLC, a Florida limited liability company (“DB Holdings”), BAY COLONY REALTY, LLC, a Florida limited liability company (“Bay Colony”, together with Borrower, Holdings, IPIC Texas, IPIC Media and DB Holdings, collectively, the “Borrower Parties”) and THE TEACHERS’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 16-25-1 et. seq., Code of Alabama (1975), as amended (the “TRS”), and THE EMPLOYEES’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 36-27-1 et. seq.,

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places

This First Amendment to Employment Agreement (the “Agreement”) is made and entered into this 5th day of May, 2016 (the “Effective Date”) by and between IPIC-GOLD CLASS ENTERTAINMENT, LLC, a Delaware corporation (the “Company”) and HAMID HASHEMI (the “Executive”).

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ASSET PURCHASE AGREEMENT by and among iPic Theaters, LLC, a Delaware limited liability company as Purchaser, and
Asset Purchase Agreement • November 19th, 2019 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This Asset Purchase Agreement (the “Agreement”) is made and entered into as of October 28, 2019 (the “Effective Date”) by and among iPic-Gold Class Entertainment, LLC, a Delaware limited liability company, iPic Gold Class Holdings LLC, a Delaware limited liability company, iPic Media LLC, a Florida limited liability company, Delray Beach Holdings, LLC, a Florida limited liability company, and iPic Texas, LLC, a Texas limited liability company (each of the foregoing a “Seller” and collectively, the “Sellers”), iPic Theaters, LLC, a Delaware limited liability company (the “Purchaser”). Sellers and Purchaser are sometimes collectively referred to as the “Parties.”

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SUBSCRIPTION AGREEMENT
Subscription Agreement • December 22nd, 2017 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This SUBSCRIPTION AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”) is dated as of the date set forth on the signature page hereto, by and between iPic-Gold Class Entertainment, LLC, a Delaware limited liability company (“Issuer”) and Regal/Atom Holdings, LLC, a Delaware limited liability company (the “Subscriber”).

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IPIC ENTERTAINMENT INC. RESTRICTED STOCK UNIT AGREEMENT
Ipic Entertainment • December 22nd, 2017 • iPic Entertainment Inc. • Retail-eating & drinking places

THIS AGREEMENT (this “Agreement”), effective as of the grant date (the “Date of Grant”) set forth on Appendix A hereto, is between iPic Entertainment Inc., a Delaware corporation (together with its successors, the “Company”), and the individual whose name is set forth on Appendix A hereto (the “Grantee”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • December 22nd, 2017 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This SUBSCRIPTION AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”) is dated as of the date set forth on the signature page hereto (“Execution Date”), by and between:

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SUBSCRIPTION AGREEMENT
Subscription Agreement • February 1st, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This SUBSCRIPTION AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”) is dated as of the date set forth on the signature page hereto, by and between iPic Gold Class Holdings LLC, a Delaware limited liability company (“Issuer”) and Regal/Atom Holdings, LLC, a Delaware limited liability company (the “Subscriber”).

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THIRD MODIFICATION AGREEMENT
Third Modification Agreement • May 20th, 2019 • iPic Entertainment Inc. • Retail-eating & drinking places

THIS THIRD MODIFICATION AGREEMENT, (this “Agreement”), made as of March 4, 2019 (the “Effective Date”), by and among IPIC-GOLD CLASS ENTERTAINMENT LLC, a Delaware limited liability company (the “Borrower”), IPIC GOLD CLASS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), IPIC TEXAS, LLC, a Texas limited liability company (“IPIC Texas”), IPIC MEDIA, LLC, a Florida limited liability company (“IPIC Media”), DELRAY BEACH HOLDINGS, LLC, a Florida limited liability company (“DB Holdings”), together with Borrower, Holdings, IPIC Texas, IPIC Media and DB Holdings, collectively, the “Borrower Parties” and THE TEACHERS’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 16-25-1 et. seq., Code of Alabama (1975), as amended (the “TRS”), and THE EMPLOYEES’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 36-27-1 et. seq., Code of Alabama (1975), as amended (the “ERS”) (the TRS and the ERS are somet

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FORM OF MEMBERSHIP UNIT PURCHASE AGREEMENT
Membership Unit Purchase Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This MEMBERSHIP UNIT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of [●], 2018, by and between iPic Entertainment Inc., a Delaware corporation (the “Corporation”), and iPic Gold Class Holdings LLC, a Delaware limited liability company (the “Company”).

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FORM OF EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This Expense Reimbursement Agreement (this “Agreement”) is entered into as of [●], 2018 by and among iPic-Gold Class Entertainment, LLC, a Delaware limited liability company (including any successor, the “Operating Company”), iPic Gold Class Holdings LLC, a Delaware limited liability company (including any successor, the “Holdings”) and iPic Entertainment Inc., a Delaware corporation (including any successor, the “Corporation”). Certain capitalized terms used in this Agreement are defined in Section 3.

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EMPLOYMENT AGREEMENT
Employment Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • Delaware

This Employment Agreement (the “Agreement”) is made and entered into (and shall be deemed effective) as of September 30, 2010 (the “Effective Date”) by and between IPIC-GOLD CLASS ENTERTAINMENT, LLC, a Delaware corporation (the “Company”) and HAMID HASHEMI (“Executive”).

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FORM OF REGISTRATION RIGHTS AGREEMENT by and among iPic Entertainment Inc., the Major Investors, the Other Investors and THE HOLDERS THAT ARE SIGNATORIES HERETO FROM TIME TO TIME Dated as of [_______], 2018
Registration Rights Agreement • January 10th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places • New York

REGISTRATION RIGHTS AGREEMENT, dated as of [______], 2018 (as amended, restated, modified or supplemented from time to time, this “Agreement”), by and among (i) iPic Entertainment Inc., a Delaware corporation (the “Company”), (ii) the parties identified on Schedule A as the “Major Investors” (together with their Permitted Transferees, the “Major Investors”), and (iii) the parties identified on Schedule A as the “Other Investors” (together with their Permitted Transferees, the “Other Investors”).

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MODIFICATION AGREEMENT
Modification Agreement • August 9th, 2018 • iPic Entertainment Inc. • Retail-eating & drinking places

THIS MODIFICATION AGREEMENT, (this “Agreement”), made as of June 22, 2018 (the “Effective Date”), by and among IPIC-GOLD CLASS ENTERTAINMENT LLC, a Delaware limited liability company (the “Borrower”), IPIC GOLD CLASS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), IPIC TEXAS, LLC, a Texas limited liability company (“IPIC Texas”), IPIC MEDIA, LLC, a Florida limited liability company (“IPIC Media”), DELRAY BEACH HOLDINGS, LLC, a Florida limited liability company (“DB Holdings”), BAY COLONY REALTY, LLC, a Florida limited liability company (“Bay Colony”, together with Borrower, Holdings, IPIC Texas, IPIC Media and DB Holdings, collectively, the “Borrower Parties”) and THE TEACHERS’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 16-25-1 et. seq., Code of Alabama (1975), as amended (the “TRS”), and THE EMPLOYEES’ RETIREMENT SYSTEM OF ALABAMA, a body corporate of the State of Alabama created under Section 36-27-1 et. seq., Code of

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