1201 Peachtree St. N.E. Suite 1240,Atlanta, GA 30361

1201 Peachtree St. N.E. Suite 1240,Atlanta, GA 30361

Phone: (888) 526-2440

Georgia Security License No.PSC002145 ● Federal Tax ID No. 45-4844462

SERVICE AGREEMENT

This Security Services Agreement (hereinafter the “Agreement”) is entered into by and between REEL SECURITY CORPORATION OF GEORGIA (hereinafter “RSC”), a Georgia Corporation, andGarden Films Productions, LLClocated at 6305 Crescent Dr., Norcross, GA 30071 (hereinafter “Client”) on August 29, 2014.RSC and Client shall hereinafter collectively be referred to as “the Parties”.

1.SERVICES.

(a) RSC and Client hereby agree that RSC shall furnish unarmed security personnel or patrols as ordered byClient only for THE 5TH WAVE(the “Picture”) and its location(s), and on the day(s) specified in Section 4 (a).

(b) Security personnel shall perform services in accordance with Client’s instructions.

(c) Security personnel provided under this Agreement shall be carefully screened, interviewed, reference checked, and qualified to act in accordance with all applicable laws, rules and regulations in the locality where services shall be performed. RSC shall ensure that all security personnel shall possess all required licenses and permits as applicable in the particular locality, including all applicable weapons/firearms permits. Upon Client’s request, RSC shall furnish evidence of the aforementioned requirements, as legally permissible under the employment and privacy laws of the locality where services shall be performed.

2. PAYMENTS.

(a) RSC shall invoice Clientweekly. Payments are due and payable within thirty (30) days of receipt of such invoice. Client agrees to pay a service charge on all past due invoices at the rate of 1.5% per month until paid in full by the due date.

(b) Notwithstanding any other provision of this Agreement, RSC may terminate the Agreement without Notice and or further liability to Client, shouldClient fail to make all payments dueon a timely basis.

3. SERVICE RATES. The initial billing rates for services shall be as specified in Exhibit “A” and incorporated herein by reference.

4.TERM AND TERMINATION.

(a) Services pursuant to this Agreement shall begin on or about August29, 2014 (the “Effective Date”) and continue until approximately December 31, 2014.

(b) Clientmay terminate this Agreement, with or without cause at any time by written or verbal Notice to RSC.

(c) In the event of a material breach of any term or provision of this Agreement by either party including, but not limited to, the timely payment by Client to RSC of all invoiced charges, this Agreement may be terminated immediately, subject to the rights and remedies available to either party.

5.INDEPENDENT CONTRACTOR.

(a) RSC agrees to perform the services described in this Agreement as an independent contractor and not as an employee, agent, or associate of Client.

(b) RSC shall hire all security personnel and shall be responsible for the payment of all wages, appropriate expenses, employer's contribution to Social Security taxes, Medicare taxes, federal unemployment taxes, state unemployment taxes, state employment training taxes, state disability insurance and any other taxes imposed on, or required for payment by, an employer by any governmental entity. RSC will comply with all Federal, State and local laws regarding its employees. If there is enacted any law, regulation, ruling, or other such mandate or statute by any authority having jurisdiction of the subject matter which alters the hours of service, rates of pay, working conditions, or RSC’s cost of performing the services hereunder, RSC may upon thirty (30) days written notice to Client unilaterally adjust the rates for the hourly services provided for in this Agreement

(c) All security personnel shall be under the direction and control of RSC. RSC shall have the right to assign such security personnel as it sees fit in order to provide the necessary services, unless otherwise mutually agreed upon by the Parties in writing. RSC may change security personnel at will. Upon Client’s reasonable request, RSC shall reassign employees provided such request does not violate state or federal law.

(d) RSC shall provide its security personnel with all necessary uniforms, badges and equipment. Non-standard uniforms or equipment required by Client will be provided as agreed upon and at a cost as mutually agreed upon in writing.

(e) All personnel provided hereundershall be employees of RSC and shall not be deemed to be employees of Client.

6.NON-SOLICITATION. Clientshall notdirectly or indirectly employ, accept applications from, or solicit any employee of RSC for the purpose of, or with the intent of, enticing such employee away from or out ofRSC’s employ, on Client's own behalf or on behalf of any competitor of RSC, during the Term of this Agreement andwithin one (1) year thereafter, unless authorized in writing by RSC to do so.

7.NON-DISCLOSURE/CONFIDENTIALITY.

(a) Except as required by law, RSC shall not disclose any confidential information obtained while rendering services to Client under this Agreement. All of the terms of this Agreement shall be absolutely confidential and the Parties shall not communicate, issue, release or otherwise disseminate any information in connection with this Agreement whatsoever, or provide copies of this Agreement, or in any way participate in any dissemination of the terms of this Agreement to any third party without the prior written consent of the other party(except that Client may provide copies of this Agreement to its parent and/or affiliated companies), unless in response to a lawful subpoena or court order. The Parties shall not identify or refer to this Agreement or to the relationship between RSC and Client in any advertising, sales promotion, website, press releases, or other publicity matters.

(b) The Parties shall treat all information received hereunder or prepared pursuant to this Agreement as confidential and proprietary, subject to attorney-client privilege and work product doctrine, and shall not reveal such information to any other persons, firms or organizations unless given express prior written authorization by Client.

(c) Upon termination of the Services hereunder by any form specified in Section 4 herein, RSC shall return to Client all materials received by or prepared by Client in excluding any property, documents or materials that are proprietary to RSC’s business operations.

(d) RSC further acknowledges and agrees that personal photography of any nature at, of or on any location in connection with the Picture is strictly prohibited and if RSC breaches this provision, such breach will be grounds for termination of employment in Client's sole discretion. Notwithstanding any contrary provision in the Agreement, any photography taken by RSC relating to the Picture or taken at, of or on any location where the Picture is being produced will be deemed to be part of the results and proceeds of RSC’s services hereunder and a "work made for hire" for Client and Client shall be deemed to be the sole author and owner of all copyrights in and to any such photography.

8.COMPLIANCE WITH LAW. Each Party shall, at its own cost and expense, comply fully with all applicable federal, state, and local statues, laws, ordinances, rules, regulations, orders, licenses, permits or fees (“Governmental Regulations”) applicable to its operations and its performance under this Agreement, including without limitation, (i) Environmental Laws, (ii) State and Federal laws relating to accessibility by and accommodation of disabled persons, (iii) application state and federal regulations regarding occupational safety and health, and (iv) state and federal laws relating to discrimination. The foregoing shall include, but not be limited to, all applicable health, safety, and labor standards.

9.NOTIFICATION OF HAZARDS. Client hereby represents and warrants to RSC that, to the best of Client’s knowledge, the premises to be protected, as well as, any other premises of Client where RSC’s employees are required to carry out the obligations of RSC herein, are free from hazards (both known and determined following an inspection by Client) likely to cause serious physical harm or death to RSC’s employees. Client hereby further represents and warrants to RSC that Client is in full compliance with the existing standards promulgated under the occupational Safety and Health Act (1970) and/or any similar federal or state statute, and agrees to comply with all standards promulgated subsequent hereto. Client’s indemnity obligations under Section 13 shall specifically include violation of this Section 9. Any refusal on the part of RSC’s employees to enter upon or to remain upon Client’s premises due to the existence of unsafe or hazardous condition existing on said premises, shall not constitute a breach of or default under this Agreement by RSC.

10. PROPERTY.

(a) Any and all property, equipment and supplies furnished by RSC hereunder shall remain the property of RSC and RSC shall at all times, during and after the term of this Agreement, have the sole right to install, maintain and remove such property, equipment and supplies.

(b) Any and all Client-owned equipment and supplies provided to RSC to aid in providing the services hereunder will be given proper care by RSC and returned to Client on demand in original condition, normal wear and tear excepted.

11. CLIENT VEHICLES. If Client requires RSC personnel to operate any vehicle or equipment during the course of performance of the services hereunder, other than the security personnel’s own vehicle or a vehicle provided by RSC, Client shall maintain comprehensive fire, theft, collision, and liability insurance on such vehicles and said insurance shall be primary and non-contributory. Client waives all rights of subrogation for any Claim arising under the permissive use by RSC of Client's vehicles and pursuant to Section 13(c) shall indemnify and hold harmless RSC, its agents and employees from and against any Claims resulting from the authorized use of any Client vehicle, except as respects the negligence or willful misconduct of RSC, its agents or employees.

12. LOSS OF KEYS. If Client entrusts RSC with keys to its facilities or equipment, RSC will be responsible for such keys only when they are in the custody of aRSC employee. Should keys be lost by other than robbery or theft while in the custody of RSC, RSC agrees to replace all such keys and related locks at the cost of replacement, including labor, not to exceed two-hundred and fifty dollars ($250.00).

13. INSURANCE AND INDEMNIFICATION.

(a) RSC represents and warrants that at the time this Agreement is entered into, it carries Worker’s Compensation insurance to the extent required by law, and public or commercial general liability insurance, including errors and omissions, in an amount that was communicated by Client to RSC to be satisfactory. RSC shall conform with Screen Gems Productions, Inc.Client’s standard insurance requirements per Exhibit B hereby attached and shall provide certificates of insurance and policy endorsements in accordance therewith.

(b) RSC shall indemnify and hold harmless Client, its parent(s), subsidiaries, licensees, successors, related and affiliated companies and their officers, directors, agents, representatives, assigns and employees from or against any loss, damage, injury, judgment, liability, claim, lien or cause of action, including reasonable attorney’s fees and/or costs, for injury to person or property, or death of a person (collectively hereinafter “Claims”), but only to the extent that such Claims are determined, as set forth below to have arisen out of the performance of services under this Agreement or were caused by the concurrent, active or passivenegligence or willful misconduct of RSC, its employees or agents while RSC, its employees or agents were acting within the course and scope of their duties and authority.

(c) Subject to the preceding paragraphs, Client shall defend, indemnify, and hold harmless RSC, its agents or employees from and against any and all Claims resulting from, or alleged to be resulting from, the concurrent, active or passive negligence or willful misconduct of Client in connection with the property or RSC’s performance of its services hereunder

(e) Without limiting the foregoing, it is understood and agreed by the Parties that neither Client nor RSCare insurers.

(f) In the event of a loss or damage to the property, facilities or equipment of Client, or facilities or equipment of others on the property, due to fire or other casualty, Client’s insurance shall be primary to any insurance provided by RSC except if due to negligence or willful misconduct of RSC, its agents or employees.

(g) The indemnity obligations of RSC and Client set forth herein shall survive expiration or termination of this Agreement.

(h) Clientand RSC waive all rights of subrogation they, or their respective insurers have against each other, in accordance with the indemnity provisions herein.

14. NO WARRANTY.

(a) Client recognizes that RSC is not an insurer of property or persons and makes no warranty, express or implied, that the services provided will prevent loss, damage or injury to Client’s guests, invitees, employees, or property, or from injury or death of any person or the consequences therefrom.

(b) Client alone chooses the number of security personnel and type of services to be provided under the Agreement. RSC has informed Client that additional security personnel are available at an additional cost; but Client has final say on the number of security personnel used at any Client location.

15. FORCE MAJEURE. The obligations of RSC hereunder may be suspended during any period where performance is prevented by acts of God, civil or labor disturbance, or events beyond RSC’s reasonable economic control.

16. NO THIRD PARTY RIGHTS. Nothing in this Agreement is intended to confer any rights or remedies on anyone other than the Partieshereto and their respective successors, representatives and assigns. The provisions of this Agreement shall not entitle any person not a signatory to this Agreement to any rights as a third party beneficiary, or otherwise, it being the specific intention of the Parties hereto to preclude any and all-non-signatory Parties from any such third party beneficiary rights, or any other rights whatsoever.

17. WAIVER. The failure of any party at any timeortimes to require performance of any provision hereof shall in no manner affect that party’s right at a later time to enforce same. No waiver by any party of any condition, or of the breach of any term, agreement, covenant, representation or warranty contained in this Agreement, whether by conduct or otherwise, in any one or more instances, shall be construed as a further or continuing waiver of any such condition or breach of any other term, agreement, covenant, representation or warranty of this Agreement.

18. INVALIDITY OF PROVISIONS. The invalidity of all or any part of any provision of herein shall not render invalid the remainder of such provision or any other provision of herein.

19. ENTIRE AGREEMENT. This Agreement sets forth the entire agreement and understanding of theParties regarding the transactions contemplated herein and supersedes all prior or contemporaneous negotiations, promises, covenants, agreements, representations, arrangements, undertakings and understandings relating to the subject matter hereof. No representation, promise, inducement or statement of intention has been made that is not embodied in this Agreement. The parties shall not be bound by or held liable for any alleged representation, promise, inducement or statement not set forth herein.

20. REPRESENTATIVE CAPACITY. Each party signing this Agreement represents and warrants that he or she is authorized to execute the Agreement on behalf of the person or entity for whom his or her signature is affixed.

21. GEORGIA LAW. This Agreement is entered into in Georgia. The Parties expressly agree that the Agreement shall be governed by, interpreted, construed and enforced in accordance with the domestic laws of the State of Georgia without regard to principles of conflicts law.

22. INTERPRETATION OF AGREEMENT. The language of this Agreement shall in all cases be interpreted as a whole, according to its fair meaning, and not strictly for or against any of the Parties, regardless of which is the drafter of this Agreement.

23. BINDING NATURE OF PROVISIONS. All terms, agreements, covenants, representations, warranties and conditions of this Agreement shall be binding upon, and inure to the benefit of and be enforceable by, the Parties hereto and their respective successors and assigns, if any.

24. AMENDMENT/MODIFICATION. This Agreement may be amended, modified, or superseded only in a writing executed by all Parties.

25. FORUM. The Parties hereby consent to the jurisdiction and venue of the courts, federal or state, located in Fulton County, Georgia, with respect to any action or suit hereunder.

26. ATTORNEY FEES. In the event legal action is necessary or appropriate to enforce or construe a provision of the Agreement, or to seek relief for breach thereof, the prevailing party in such action or proceeding shall be entitled to recover the reasonable costs incurred, including reasonable outside attorney fees.

27. NOTICES. All written Notices required from one party to the other hereunder shall be sent by certified or registered mail, postage pre-paid,or electronic mail as follows:

Notice to Client shall be sent to:

Garden Films Productions, LLC

C/O OFS Fitel

2000 Northeast Expressway

Norcross, GA 30071

Notice to RSC shall be sent to:

Reel Security Corp.

15303 Ventura Blvd., Suite 1080

Sherman Oaks, CA 91403

Attn: Mario Ramirez

28. Notification to Client: RSC shall promptly notify Client upon becoming aware of any actual threat, as reasonably determined by RSC, to the security of, or criminal activity in connection with, the services, a Client, and/or any individual in connection with the services.

29. Firearms: RSC, its agents and employees shall not carry a firearm while rendering services hereunder without obtaining Client’s prior written consent in each instance.

30. Approval of Fees: Unless approved in advance in writing by Client, Client shall not be responsible for payment to RSC of any fee or cost except as set forth herein or under a Work Order.

31. Limitation on Damages. In no event will any party hereto be liable for or have any obligation to pay to the other consequential and/or incidental and/or special and/or punitive damages, all of which are expressly excluded, and the parties hereby waive any right to recover any such damages from the other.

32. Arbitration. The parties agree that any and all disputes or controversies of any nature between them arising in connection with the Picture and/or this Agreement shall be determined by binding arbitration in accordance with the rules of JAMS (or, with the agreement of the parties, ADR Services) before a single neutral arbitrator ("Arbitrator") mutually agreed upon by the parties. If the parties are unable to agree on an Arbitrator, the Arbitrator shall be appointed by the arbitration service. The Arbitrator's decision shall be final and binding as to all matters of substance and procedure, and may be enforced by a petition to the court of competent jurisdiction for confirmation and enforcement of the award. Prior to the appointment of the Arbitrator or, in the case or remedies beyond the jurisdiction of an arbitrator, at any time, either party may seek pendente lite without thereby waiving its right to arbitration of the dispute or controversy under this section. All arbitration proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed, except as necessary to obtain court confirmation of the arbitration award.