AGREEMENT OF JOINT FILINGAgreement of Joint Filing • October 11th, 2012 • PBC Gp Iii, LLC • Services-motion picture & video tape production
This joint filing agreement (this “Agreement”) is made and entered into as of this 11th day of October 2012, by and among PBC GP III, LLC, PBC Digital Holdings, LLC, PBC MGPEF DDH, LLC, PBC Digital Holdings II, LLC, PBC DDH Warrants, LLC and PBC JT, LLC. The parties to this Agreement hereby agree to prepare jointly and file timely (and otherwise to deliver as appropriate) all filings on any Schedule 13D and any and all amendments thereto and any other document relating thereto (collectively, the “Filings”) required to be filed by them pursuant to the Securities Exchange Act of 1934, as amended. Each party to this Agreement further agrees and covenants to the other parties that it will fully cooperate with such other parties in the preparation and timely filing (and other delivery) of all such Filings.
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • October 11th, 2012 • PBC Gp Iii, LLC • Services-motion picture & video tape production • Delaware
THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”), dated as of November 22, 2011, is made by John C. Textor and Deborah W. Textor, both individual residents of the State of Florida (collectively, the “Pledgor”) to PBC JT, LLC, a Delaware limited liability company, as administrative agent (the “Administrative Agent”) for the Lenders (as defined below).
