JOINT MARKETING AND PRODUCTION VFX SERVICES AGREEMENTJoint Marketing and Production VFX Services Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • California
THIS JOINT MARKETING AND PRODUCTION VFX SERVICES AGREEMENT (this “Agreement”), dated and effective as of July 8, 2011, is entered into by and between:
WARRANT PURCHASE AGREEMENT by and between DIGITAL DOMAIN MEDIA GROUP, INC. (the “Company”) and COMVEST CAPITAL II LP (“Purchaser”) June 30, 2011Warrant Purchase Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Florida
This Warrant Purchase Agreement (the “Agreement”) is made and entered into as of June 30, 2011, by and between Digital Domain Media Group, Inc., a Florida corporation (the “Company”), and Comvest Capital II LP (“Purchaser”).
FIRST AMENDMENT TO GRANT AGREEMENT By and Between CITY OF PORT ST. LUCIE and WYNDCREST DD FLORIDA, INC. dated as of February 22, 2010Grant Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Florida
This FIRST AMENDMENT TO Grant Agreement (this “Agreement”), dated as of November 25, 2009 February 22, 2010 (the “Effective Date”), is made by and between City of Port St. Lucie, a Florida municipal corporation (“City”), by and through its City Council (the “Council”), and Wyndcrest DD Florida, Inc., a corporation organized under the laws of the State of Florida (“WDDF”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production
This First Amendment to Employment Agreement (“Amendment”) is made and entered into as of the 13th day of July, 2011, and amends that certain Employment Agreement dated July 23, 2010 (“Employment Agreement”) by and between Digital Domain Media Group, Inc. (f/k/a Digital Domain Holdings Corporation) (“Company”) and Edwin C. Lunsford, III (“Employee”). All capitalized terms in this Amendment shall have the same meaning as in the Employment Agreement, unless otherwise noted herein.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production
This First Amendment to Employment Agreement (“Amendment”) is made and entered into as of the 13th day of July, 2011, and amends that certain Employment Agreement dated March 8, 2009 (“Employment Agreement”) by and between Digital Domain Media Group, Inc. (f/k/a Wyndcrest DD Florida, Inc.) (“Company”) and John Textor (“Employee”). All capitalized terms in this Amendment shall have the same meaning as in the Employment Agreement, unless otherwise noted herein.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production
This First Amendment to Employment Agreement (“Amendment”) is made and entered into as of the 13th day of July, 2011, and amends that certain Employment Agreement dated March 8, 2009 (“Employment Agreement”) by and between Digital Domain Media Group, Inc. (f/k/a Digital Domain Holdings Corporation) (“Company”) and Jonathan Teaford (“Employee”). All capitalized terms in this Amendment shall have the same meaning as in the Employment Agreement, unless otherwise noted herein.
CREDIT AGREEMENT dated as of June 30, 2011 among DIGITAL DOMAIN MEDIA GROUP, INC., as the Borrower, COMVEST CAPITAL II, LP, as Initial Lender, and COMVEST CAPITAL II, LP, as the Administrative AgentCredit Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Delaware
CREDIT AGREEMENT, dated as of June 30, 2011 (the “Closing Date”), among DIGITAL DOMAIN MEDIA GROUP, INC. (F/K/A DIGITAL DOMAIN HOLDINGS CORPORATION), a Florida corporation (the “Borrower”), COMVEST CAPITAL II, LP, a Delaware limited partnership (“Comvest”), in its capacity as the initial lender hereunder (in such capacity, the “Initial Lender”), the other financial institutions which may hereafter become a party hereto (in such capacity, collectively, with the Initial Lender, the “Lenders” and individually a “Lender”), and COMVEST CAPITAL II, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, together with any successor administrative agent appointed pursuant to Article VII, the “Administrative Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Florida
This Employment Agreement (“Agreement”) is made and entered into by and between DIGITAL DOMAIN HOLDINGS CORPORATION, a Florida corporation (“Company”) and Edwin C. Lunsford, III (“Employee”).
LICENSE AND SERVICE AGREEMENTLicense and Service Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • California
THIS LICENSE AND SERVICE AGREEMENT (“Agreement”), by and between TCG/EURIS ALAMEDA, L.P., a Delaware limited liability company (“Licensor”), and DIGITAL DOMAIN INC., a Delaware corporation (“Customer”) is entered into as of October 15, 2007.
REVOLVING NOTEDigital Domain Media Group, Inc. • July 20th, 2011 • Services-motion picture & video tape production • Delaware
FOR VALUE RECEIVED, the undersigned, Digital Domain Media Group, Inc., a Florida corporation (formerly known as Digital Domain Holdings Corporation, a Florida corporation) (the “Borrower”) hereby promises to pay to the order of Comvest Capital II, LP, a Delaware limited liability company (“Comvest”) the aggregate principal amount of the sum of (a) Fifteen Million Dollars (U.S. $15,000,000.00) or such lesser principal amount of Revolving Loans made by Comvest under the Credit Agreement and (b) Revolving Loan PIK Interest, together with interest accrued on the unpaid principal amount of this Note plus all fees, expenses and other costs as provided for in that certain Credit Agreement, of even date herewith, among the Borrower, Comvest, as administrative agent (the “Administrative Agent”), Comvest, as a lender (as amended, restated, supplemented, or modified from time to time, the “Credit Agreement”). All capitalized terms not otherwise defined herein shall have the meanings and definitio
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT AND AGREEMENTAmendment and Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Delaware
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT AND AGEEMENT (this “Amendment and Agreement”) is dated as of June 30, 2011, but effective as of the Effective Date (hereinafter defined), among DIGITAL DOMAIN MEDIA GROUP, INC. (F/K/A DIGITAL DOMAIN HOLDINGS CORPORATION), a Florida corporation (the “Company”), COMVEST CAPITAL II, LP, a Delaware limited partnership (“Comvest”), PBC DIGITAL HOLDINGS, LLC, a Delaware limited liability company (“PBC Digital”), and PBC MGPEF DDH, LLC, a Delaware limited liability company (“PBC Macquarie”; PBC Macquarie, Comvest, and PBC Digital are collectively referred to herein as the “Lenders”), and COMVEST CAPITAL II, LP, a Delaware limited partnership, as Administrative Agent (hereinafter defined).
LICENSE AND SERVICE PROVISIONS ADDENDUMLicense and Service Provisions Addendum • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Delaware
THIS LICENSE AND SERVICE PROVISIONS ADDENDUM (“Addendum”), by and between TCG/EURIS ALAMEDA, L.P., a Delaware limited partnership (“Licensor”), and DIGITAL DOMAIN INC., a Delaware corporation (“Customer”) is entered into as of October 17, 2007.
GRANT AGREEMENT By and Between CITY OF PORT ST. LUCIE and WYNDCREST DD FLORIDA, INC. dated as of November 25, 2009Grant Agreement • July 20th, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Florida
This Grant Agreement (this “Agreement”), dated as of November 25, 2009 (the “Effective Date”), is made by and between City of Port St. Lucie, a Florida municipal corporation (“City”), by and through its City Council (the “Council”), and Wyndcrest DD Florida, Inc., a corporation organized under the laws of the State of Florida (“WDDF”).
