INDEPENDENT CONTRACTOR AGREEMENT This INDEPENDENT CONTRACTOR AGREEMENT (this "Agreement") is made as of this 5 41- day of , 2015 by Barry J. Cohen, John J. Hannan and Richard Ressler, as Trustees of the trust created under the APO2 Declaration dated February 20, 2014 (the "Principal") and Philip Ruppell, (the "Contractor") (the Principal and the Contractor herein collectively referred to as the "Parties" and each individually sometimes referred to as a "party"). WHEREAS, the Principal wishes to retain the Contractor pursuant to the terms of this Agreement and the Contractor wishes to be so retained by the Principal. NOW THEREFORE, in consideration of the covenants and conditions set forth herein the Parties, intending to be legally bound, hereby agree as follows: 1. Term. The term of the Agreement will commence on the date and year first above written and continue for a period of fourteen (14) business days thereafter, or such later time as may be agreed upon in writing by the Parties (the "Term"). 2. Services. The Contractor shall consult with the employees of Elysium Management LLC ("Elysium") to provide the Principal with the following services: a. Conduct a review of the financial statements of Regan Arts LLC (the "Company") and consult with Elysium on the current analysis of cash flow assumptions and profits projections for the Company; b. Conduct a review and prepare an analysis of the "book by book" profits and loss model currently used by the Company; c. Conduct a review and prepare an analysis of the Company's existing publishing plan and author advance schedule; and d. Such other services as shall be mutually agreed upon in writing by the Parties. EFTA01125911