JUAN SEBASTIAN CARRASCO ALDANA

Tv. 19ª No. 97-15, Bogotá D.C., Colombia

July 31st, 2020

AG CONTENTS LLC.

RE: Income Participation Agreement –w– ARTIST

Gentlemen:

WHEREAS, INVESTOR COMPANY (“You”) has advised ARTIST that You intend to invest capital in the
career of Artist subject to the terms and conditions set forth in this income participation agreement (the
“Agreement”).

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, it is agreed as follows:

1. Term. The Term of this Agreement shall commence as of the date hereof and shall extend for the rest of
Artist's natural life (the "Term").

2. Territory. The Territory of this Agreement shall be the universe ("Territory").

3. Duties. Your only duty with respect to this Agreement is to provide the necessary working capital
needed by Artist to continue the promotion of Artist's career. You will provide to Artist a minimum of Four
Hundred Thousand Dollars (USD$400,000.00) (the “Investment”) to be distributed to either Artist and/or to
third parties on Artist's behalf in conjunction with a mutually approved budget that will represent recording and
marketing expenses within the first three (3) years of the Term. For the term of 12 months, commencing upon
the date of signature of this agreement, Artist will be entitled to use the monthly amount of USD 1,666 for
personal expenses.

4. Income Participation

4.1 In consideration of your Investment described in section 3 above, from the income generated and
received from activities in direct connection with Artist's services in the Entertainment Industry (as defined
below) occurring within the Territory and during the Term in connection with Artist’s services within the
Entertainment Industry, Artist shall pay you one hundred percent (100%) of Net income (as defined below)
(“Income Participation”) as and when actually received by and/or credited to Artist until you have been fully
repaid the Investment. Following repayment of the Investment, you will be entitled to twenty percent (20%) for
the rest of the Term.

4.2 “Net income” shall mean all net income received by and/or credited to Artist in the
Entertainment Industry during the Term throughout the Territory after taxes, fees or contributions discounted by
law.

4.3 For purposes of this Agreement, the term “Entertainment Industry” shall mean: (a) the sale and
use of the Artist’s name, likeness and/or logos on merchandise, (b) touring and other live performance

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engagements occurring solely in the Territory (c) the services of the Artist as an actor or performer (in any and
all media, including without limitation film and television), (d) endorsements, sponsorships and strategic
partnerships, (e) books, magazines and other publishing material, whether in print or digital, (f) the services of
the Artist that result in the making, promoting, broadcasting, or marketing of recordings or records for others
whether physical or digital, and the use of the Artist’s name, likeness and/or logos online, in general or in
connection with websites and/or fan clubs, (g) songwriting, music publishing, and Artist’s services as an
independent producer of recordings for other artists and/or (h) Artist's participation in any record label, music
publishing company, talent agency, distributor, etc. wherein Artist signs third party artists to any type of
agreement.

4.4 Artist will render accountings and payments as to monies accruing to You (i) on or before
September 30th, for the period ending the preceding June 30th, and on or before March 31st, for the period
ending the preceding December 31st, or (ii) no later than ninety (90) days after the end of such other semi-
annual accounting periods as Artist may in general adopt.

5. Miscellaneous

5.1.The parties agree to extend the valid term to enter into this agreement until July 31, 2020, which was
originally contained in the MOU dated October 12 2019 and modified by the Addendum dated December 5th
2019. In consequence, all obligations, terms and conditions of the aforementioned MOU and its Addendum
were always in force and valid.

5.2 The parties hereto acknowledge and agree that Artist is required to render its services exclusively to you.
Nothing herein shall be construed as limiting Artist’s right to perform as a recording company or production
home for any other artists or to represent other record companies and artists whose business and talents
respectively may be similar to Artist, or other record companies and artists who may be in competition with
Artist or to have and pursue business interests which may be similar to or may compete with Artist.

5.3 Artist will cause any corporation, partnership, trust or other business entity which Company now
owns or controls or may hereafter own or control in which Artist has a direct interest of any nature or sort of
which is directly controlled by Artist or under the common control of Artist and others ("Related Business") and
which Related Business has a right to any of Artist's services, to enter into an agreement with you on the same
terms and conditions as contained in this Agreement, and Artist agrees that all gross compensation directly or
indirectly earned or received by such Related Business in connection with Artist's Entertainment Industry
activities which is the subject of this Agreement shall be subject to your Income Participation.

5.4. You hereby warrant and represent the following:

(a) that there are no judgments, orders, or decrees of any kind pending with respect to You, in all
cases which remain unpaid or unsatisfied of record, nor any actions, suits or other legal or administrative
proceedings pending or, to Your knowledge, threatened against You, in all cases which would have a material
adverse effect on Your ability to consummate the transaction contemplated by this Agreement, or which would
impose any liability or duty of any kind on You; and

(b) there is no litigation, administrative proceeding, government investigation, claims,

assessments, levies or audit pending or, to Your knowledge, threatened in writing against You, in each case
which, if adversely determined, would have an adverse effect on the business, assets, or physical or financial
condition of Your ability to consummate the transactions contemplated by this Agreement.

5.4 By their signature below, each party hereto agrees to keep in strict confidence all information
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regarding the terms of this Agreement, except to the extent any party must disclose information to its respective,
affiliates, officers, directors, employees or professional advisers.

5.5. You and Artist have and shall have the status of independent contractors. Nothing herein
contained shall contemplate or constitute You as Artist's agent, representative or employee, and nothing herein
shall constitute a partnership, joint venture or fiduciary relationship between You and Artist. You hereby
acknowledge you are not a third party beneficiary to any agreement entered into by Artist or its assignees,
affiliates, designees, etc.

5.6 This Agreement constitutes the entire agreement between You and Artist with respect to the
subject matter hereof and supercedes and cancels any and all previous and contemporaneous discussions,
negotiations, covenants, agreements, commitments, representations, warranties and writings of any kind with
respect thereto, all of which have been and are merged and integrated into, and are superceded by this
Agreement. No modification, amendment, waiver, termination or discharge of this Agreement shall be binding
upon any party unless confirmed by a written instrument signed by all parties. Each and every provision of this
Agreement shall be considered severable, and if for any reason any provision or provisions herein are
determined to be indefinite, invalid, contrary to any applicable existing or future laws or otherwise
unenforceable, that shall not impair the operation or effect of any other portion of this Agreement, and this
Agreement shall be deemed modified, but only to the extent necessary to make the provision enforceable. This
Agreement shall be deemed to have been made in the State of Florida and its validity, construction,
performance and breach shall be governed by the laws of the State of Florida applicable to agreements made
and to be wholly performed therein. The court of the City of Miami, County of Miami-Dade and State of
Florida shall have sole jurisdiction of any controversies regarding this Agreement. In the event of litigation or
arbitration, the prevailing party shall be entitled to recover any and all reasonable actually incurred outside
attorney's fees and other costs incurred in the enforcement of the terms of this Agreement, or for the breach
thereof.

Sincerely,

JUAN SEBASTIAN CARRASCO ALDANA

By: JUAN SEBASTIAN CARRASCO ALDANA

An Authorized Signatory

Accepted and Agreed:

By: AG CONTENTS LLC.

_____________________
An Authorized Signatory

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