COUNTERPART AGREEMENTCounterpart Agreement • May 6th, 2020 • FaceBank Group, Inc. • Services-motion picture & video tape production • New York
This COUNTERPART AGREEMENT, dated April 30, 2020 (this “Counterpart Agreement”) is delivered pursuant to that certain Credit and Guaranty Agreement, dated as of April 6, 2018 (as it may be amended, restated, supplemented or otherwise modified from time to time in accordance with the terms thereof, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among FUBOTV INC., a Delaware corporation (“Borrower”), certain Subsidiaries of Borrower, as Guarantors, the Lenders party thereto from time to time, and AMC NETWORKS VENTURES LLC, as Administrative Agent and Collateral Agent.
JOINDER AGREEMENTJoinder Agreement • May 6th, 2020 • FaceBank Group, Inc. • Services-motion picture & video tape production
This Joinder Agreement (this “Agreement”) effective as of April 2, 2020 (the “Effective Date”) is made by FuboTV Inc., a Delaware corporation (the “Additional Borrower”) and each of the Persons listed on Exhibit A attached hereto (individually, an “Additional Guarantor”, and collectively, the “Additional Guarantors” and together with the Additional Borrower, collectively, the “Joinder Parties” and each, individually, a “Joinder Party”), in favor of FB LOAN SERIES I, LLC (the “Purchaser”) in connection with that certain Note Purchase Agreement dated as of March 16, 2020 (as the same may be further amended, restated, supplemented, or replaced from time to time, the “Note Purchase Agreement”), initially by and between, Purchaser and FaceBank Group, Inc., a Florida corporation (“FaceBank”), Evolution AI Corporation, a Florida corporation (“Evolution”), Pulse Evolution Corporation, a Nevada corporation (“Pulse”), and FUBOTV ACQUISITION CORP., a Delaware corporation (“Merger Sub” and togethe
GUARANTY AGREEMENTGuaranty Agreement • May 6th, 2020 • FaceBank Group, Inc. • Services-motion picture & video tape production
THIS GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is effective as of April 2, 2020 and entered into by SPORTS RIGHTS MANAGEMENT, LLC, a Delaware limited liability company (“SRM” and, together with any other Person joined hereto from time to time, collectively, the “Guarantors”, and each individually a “Guarantor”), in consideration of the financial accommodations made by the Purchaser (as defined below) to FACEBANK GROUP, INC., a Florida corporation (“FaceBank”), EVOLUTION AI CORPORATION, a Florida corporation (“Evolution”), PULSE EVOLUTION CORPORATION, a Nevada corporation (“Pulse”), and FUBOTV ACQUISITION CORP., a Delaware corporation (“Merger Sub” and together with FaceBank, Evolution and Pulse, collectively, the “Borrower”) pursuant to that certain Note Purchase Agreement, dated as of March 19, 2020 (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”), initially amo
