Broker-Dealer AgreementBroker-Dealer Agreement • September 1st, 2022 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production
This agreement (together with exhibits and schedules, the "Agreement") is entered into by and between ONEDOOR STUDIOS ENTERTAINMENT PROPERTIES, LLC ("Client"), a Delaware Limited Liability Company, and Dalmore Group, LLC., a New York Limited Liability Company ("Dalmore"). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of October 26, 2021 (the "Effective Date"):
DRAFT] ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • March 22nd, 2022 • OneDoor Studios Entertainment Properties LLC • Delaware
THIS ESCROW AGREEMENT, effective as of [•], 2022, ("Escrow Agreement"), is by, between and among North Capital Private Securities Corporation, a Delaware Corporation and a registered Broker-Dealer, member FINRA and SIPC, located at 623 E. Ft. Union Blvd, Suite 101, Salt Lake City, UT 84047 ("NCPS") as escrow agent hereunder ("NCPS" or "Escrow Agent"); Dalmore Group, LLC ("Broker"), a New York limited liability company located at 525 Green Place, Woodmere, NY 11598; and OneDoor Studios Entertainment Properties LLC, a Delaware series limited liability company ("Issuer") located at 4320 Modoc Road, Suite F, Santa Barbara, CA 93110.
DELAWARE REGISTERED SERIES OF LIMITED LIABILITY COMPANY PROFITS UNITS SUBSCRIPTION AGREEMENTProfits Units Subscription Agreement • September 1st, 2022 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production
**DISCLAIMER: IN MAKING AN INVESTMENT DECISION, YOU MUST RELY ON YOUR OWN EXAMINATION OF COMPANY AND THE TERMS OF THIS SUBSCRIPTION AGREEMENT, INCLUDING THE MERITS AND RISKS INVOLVED.
ESCROW AGREEMENTEscrow Agreement • September 1st, 2022 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production • Utah
This Escrow Agreement (this "Agreement"), effective as of the effective date set forth on the signature page hereto ("Effective Date"), is entered into by the following:
PROFITS UNITS SUBSCRIPTION AGREEMENTProfits Units Subscription Agreement • January 18th, 2023 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
Agreement to Purchase [PROJECT]Letter Agreement • January 18th, 2023 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production
Attention: Jason Brents and John LeeOneDoor Studios Entertainment Properties LLC • February 9th, 2023 • Services-motion picture & video tape production • California
This letter shall confirm the principal business terms of the agreement dated as of the date hereof (this “Agreement”) between Nova McBee (“Owner”), and Cong Stories Development, LLC, a Utah limited liability company (“Purchaser”), in connection with Purchaser’s sole, exclusive and irrevocable right and option to purchase the Rights (as defined herein below) in and to that certain unpublished manuscript entitled “Calculated,” (the “Property”), pursuant to the following terms:
AMENDED AND RESTATED SERIES LIMITED LIABILITY COMPANY AGREEMENT of ONEDOOR STUDIOS ENTERTAINMENT PROPERTIES LLC dated as of January 6, 2022Series Agreement • January 18th, 2023 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is dated as of the 6th day of January 2023 (“Effective Date”), by and among (i) OneDoor Studios Entertainment Properties LLC, a Delaware limited liability company (“Company”), (ii) One Door Studios LLC, a Utah limited liability company (“Manager”), and (iii) certain other Persons from time to time that become Members or Series Members (in each case as defined below) in accordance with the terms hereof (each of the foregoing a “Party” and collectively the “Parties”). This Agreement was amended by the Manager pursuant to Section 13.1 and supersedes and replaces the original limited liability company agreement of the Company dated March 18, 2022.
SERIES AGREEMENTSeries Agreement • March 22nd, 2022 • OneDoor Studios Entertainment Properties LLC • Delaware
THIS SERIES AGREEMENT (this "Series Agreement") is dated as of the 18th day of March 2022 ("Effective Date"), by and among (i) OneDoor Studios Entertainment Properties LLC, a Delaware limited liability company ("Company"), (ii) One Door Studios LLC, a Utah limited liability company ("Manager"), and (iii) the Series Members (as defined below) (each of the foregoing a "Party" and collectively the "Parties")
Explanatory NoteOneDoor Studios Entertainment Properties LLC • February 15th, 2023 • Services-motion picture & video tape production
OneDoor Entertainment Properties LLC has prepared this Post-Qualification Amendment No. 4 to its Offering Statement on Form 1-A solely for the purpose of filing Exhibit 12.1.
LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 22nd, 2022 • OneDoor Studios Entertainment Properties LLC • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") is dated as of the 18th day of March 2022 ("Effective Date"), by and among (i) OneDoor Studios Entertainment Properties LLC, a Delaware limited liability company ("Company"), (ii) One Door Studios LLC, a Utah limited liability company ("Manager"), and (iii) certain other Persons from time to time that execute a counterpart hereto or a Joinder (as defined below) (each of the foregoing a "Party" and collectively the "Parties").
ONEDOOR STUDIOS ENTERTAINMENT PROPERTIES LLC SERIES CALCULATED SEQUELS DELAWARE REGISTERED SERIES OF LIMITED LIABILITY COMPANY PROFITS UNITS SUBSCRIPTION AGREEMENTProfits Units Subscription Agreement • October 24th, 2022 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production
**DISCLAIMER: IN MAKING AN INVESTMENT DECISION, YOU MUST RELY ON YOUR OWN EXAMINATION OF COMPANY AND THE TERMS OF THIS SUBSCRIPTION AGREEMENT, INCLUDING THE MERITS AND RISKS INVOLVED.
FIRST AMENDMENT TO SERIES AGREEMENT OF SERIES CALCULATED SEQUELS A SERIES OF ONEDOOR STUDIOS ENTERTAINMENT PROPERTIES LLCSeries Agreement • September 1st, 2022 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production
THIS FIRST AMENDMENT TO SERIES AGREEMENT OF SERIES CALCULATED SEQUELS, A SERIES OF ONDOOR STUDIOS ENTERTAINMENT PROPERTIES LLC (this "Amendment") is made and entered into as of the 1st day of April 2022 (the "Effective Date") by OneDoor Studios Entertainment Properties LLC Series Calculated Sequels (the "Series") and One Door Studios LLC, a Utah limited liability company ("ODS").
1DS ASSIGNMENT AND TRANSFER OF CALCULATED SEQUELS RIGHTSOneDoor Studios Entertainment Properties LLC • January 18th, 2023 • Services-motion picture & video tape production • California
AMENDED AND RESTATED SERIES AGREEMENT of ONEDOOR STUDIOS ENTERTAINMENT PROPERTIES LLC SERIES CALCULATED SEQUELS dated as of January 6, 2023Series Agreement • January 18th, 2023 • OneDoor Studios Entertainment Properties LLC • Services-motion picture & video tape production • Delaware
THIS AMENDED AND RESTATED SERIES AGREEMENT (this “Series Agreement”) is dated as of the 6th day of January 2023 (“Effective Date”), by and among (i) OneDoor Studios Entertainment Properties LLC, a Delaware limited liability company (“Company”), (ii) One Door Studios LLC, a Utah limited liability company (“Manager”), and (iii) the Series Members (each of the foregoing a “Party” and collectively the “Parties”). This Series Agreement was amended by the Manager pursuant to Section 13. 1 of the Company Agreement (as defined below) and supersedes and replaces the original Series Agreement dated March 18, 2022, as amended April 1, 2022 (the “Original Series Agreement”).
