October 18, 2016
BY EMAIL
Deep Dish, Inc. (“DDI”, KSHMR) c/o Manatt, Phelps & Phillips, LLP 11355 West Olympic Blvd. Los Angeles, California 90064 Attn: Jordan Bromley, Bromley, Esq Esq
John James Borger, Jr., p/k/a “Borgeous” (“Borgeous”) c/o Taylor Klein Oballa LLP 171 East Liberty Street, Suite 330 Toronto, Ontario M6K 3P6 Canada Attn: Chris Taylor, Esq.
Niles Hollowell-Dhar (“Niles”) c/o Manatt, Phelps & Phillips, LLP 11355 West Olympic Blvd. Los Angeles, California 90064 Attn: Jordan Bromley, Bromley, Esq Esq Reference is hereby made to the fully executed recording artist agreement dated July 1, 2013, as amended (the “Original Agreement”) between DDI (KSHMR) and Borgeous in connection with Borgeous’ recording services; Production of all Borgeous songs, remixes, Edits, Edits, and Mixshows. Borgeous and KSHMR shall sometimes sometimes be hereinafter be collectively referred to as the “Parties.” Terms not defined hereunder shall be as defined in the Original Agreement. This letter, when signed by the Parties shall amend the Original Agreement as follows: 1. Publishing: On October 4th, 2013, Borgeous entered into an exclusive publishing agreement with MusicAllStars BV (the “Subsequent Publishing Agreement”). KSHMR hereby acknowledges and agrees that Borgeous, in entering into the Subsequent Publishing Agreement did not violate the terms and conditions of the Original Agreement (including, without limitation, with respect to Paragraph 15 thereof). The Parties acknowledge that the Subsequent Publishing Agreement shall expire on its terms on October 18th, 2016. Borgeous shall not extend or renew the Subsequent Publishing Agreement without KSHMR (acting commercially reasonably) providing prior written approval. 2. Masters: On O n October 4th, 2013, DDI, entered into an exclusive producer agreement (the “Subsequent Recording Agreement”) furnishing the services of Borgeous with Spinnin’ Records, BV (“Spinnin”). The Parties acknowledge that the Subsequent Recording Agreement will expire on its terms on October 18th, 2016. KSHMR hereby agrees to execute any documentation reasonably necessary to allow Borgeous to contract directly with Spinnin for the duration of the term of the Subsequent Recording agreement, provided that: (a) Spinnin’ pays to KSHMR directly KSHMR’s share pursuant to the Original Recording Agreement with respect to all income derived from the Subsequent Recording Agreement; and (b) KSHMR retains direct accounting and audit rights from Spinnin with respect thereof. Borgeous shall not extend or renew the Subsequent Recording Agreement without KSHMR (acting commercially reasonably) providing prior written approval. 3. Nile Niless Cred Credit it:: KSHM KSHMR R here hereby by agr agree eess to wai waive ve cre credi ditt for for Nile Niless or any any pro profe fess ssio iona nall or alternative name used by Niles (e.g., Cataracs, KSHMR) in connection with any Masters recorded under the Original Agreement. (Invincible, Celebration, Tsunami, Stampede, Wildfire, Beast, Break the house, This Could Be Love, They don’t know us, Big Bang, Zero Gravity, Lovestruck, Machi, Machi, Souls, Sins, Yesterday, and the album ‘13’. All Borgeous podcasts, edits, remixes and mixes also to be included in (the “Original Agreement”) between DDI (KSHMR) and Borgeous in connection with Borgeous’ recording services.
Page 2 4. Artist Artist Compos Compositi itions ons:: Sch Schedu edule le 1, attac attached hed hereto hereto and deeme deemed d inte integra grated ted herein herein,, shal shalll constitute a full and accurate list as of the date hereof of all Artist Compositions co-written by Borgeous and Dhar. Each party shall have the separate and exclusive right to administer their share of each Artist Composition. 5. This This ame amend ndme ment nt may may be be sign signed ed in in coun counte terp rpar arts ts,, whic which, h, whe when n take taken n toge togeth ther er,, shal shalll constitute one and the same agreement. Photocopied or telecopied signatures shall be as binding as original signatures. 6. All other other terms terms of the Origin Original al Agreem Agreement ent not modifi modified ed as expres expressly sly set forth forth herein herein are hereby ratified and affirmed. DEEP DISH, INC (KSHMR).
By: ___________________ ____________________________ _________ An Authorized Signatory
_________________________________ _________________________________ John James Borger, Jr., p/k/a “Borgeous”
_________________________________ _________________________________ Niles Hollowell-Dhar
