LEGAL NOTICE, RISK DISCLOSURE & INVESTOR PAYBACK TERMS
Story Oasis Fund, LLC
1332 Hermosa Avenue, Suite 14
Hermosa Beach, CA 90254
1. General Notice
This document has been prepared by Story Oasis Fund, LLC (the “Fund”) for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities except as may be set forth in the Fund’s formal offering documents, including its Private Placement Memorandum (“PPM”), Operating Agreement, and Subscription Agreement.
Any investment in the Fund may only be made pursuant to such definitive documents and in accordance with applicable securities laws. This document is qualified in its entirety by reference to those materials.
2. Nature of Investments
The Fund invests in film, television, sports, and media-related projects, assets, and ventures. These investments are speculative, illiquid, and subject to a high degree of risk. Revenue generation in these sectors is often uncertain, delayed, and dependent on numerous external factors including market demand, distribution success, audience reception, talent performance, and broader economic conditions.
3. Risk Disclosure
By investing in the Fund, each investor acknowledges, understands, and accepts the following risks, among others:
(a) Loss of Capital
An investment in the Fund involves a high degree of risk, including the possible loss of the investor’s entire investment.
(b) Illiquidity
Interests in the Fund are illiquid and subject to restrictions on transfer. There is no public market for such interests, and none is expected to develop.
(c) Unpredictable Revenue Streams
Film, sports, and media investments often produce irregular and non-linear cash flows, with revenues dependent on distribution cycles, licensing arrangements, and performance outcomes.
(d) Market and Industry Risk
The entertainment and sports industries are highly competitive and subject to rapid changes in consumer preferences, technological disruption, and evolving distribution models.
(e) Project-Specific Risk
Individual projects may fail to achieve commercial success due to creative, operational, financial, or market-related factors.
(f) Key Personnel Risk
The success of the Fund may depend on the continued involvement of its management and key creative and business partners.
(g) Regulatory and Legal Risk
The Fund and its investments are subject to applicable laws and regulations, including securities laws, intellectual property laws, and industry-specific regulations.
4. Investor Payback Terms
4.1 Distribution Policy
Story Oasis Fund, LLC intends to make cash distributions to its investors on an annual basis, subject to the availability of distributable proceeds derived from the Fund’s investments in film, television, sports, and media-related assets.
Distributions, if any, will be made from net revenues, including but not limited to:
Production and distribution proceeds
Licensing and syndication revenues
Sponsorship and endorsement income
Equity sale or disposition of assets
Ancillary and derivative revenue streams
All distributions shall be made pro rata in accordance with each investor’s ownership interest in the Fund, unless otherwise specified in the Fund’s governing documents.
4.2 Discretionary Interim Distributions
Notwithstanding the foregoing, the Fund reserves the right, in its sole and absolute discretion, to make semi-annual or quarterly distributions to investors.
Such interim distributions may be issued when:
Sufficient liquidity exists
Revenue events occur (e.g., project sales, licensing deals, exits)
The Fund determines that earlier distribution is prudent and in the best interest of investors
The timing, amount, and frequency of all distributions shall be determined exclusively by the Fund’s management.
4.3 Reporting to Investors
The Fund will provide investors with annual progress reports, which will include, where applicable:
Portfolio performance updates
Status of film, sports, and media projects
Revenue summaries and distribution breakdowns
Market and industry insights
Forward-looking strategy updates
The Fund reserves the right, at its sole discretion, to provide semi-annual or quarterly reports in lieu of or in addition to annual reports.
4.4 Return of Capital and Profit Participation
Distributions shall be applied in the following general order of priority (subject to the Fund’s Operating Agreement or PPM):
Return of Invested Capital – Investors will receive a favorable 75%-25% split until they have recouped their investment, plus a 20% profit. After that time, investors will receive a 50%-50% split in perpetuity.
Preferred Return (if applicable) – Payment of any preferred return or hurdle rate, if established in governing documents;
Profit Participation – Remaining profits distributed between investors and the Fund (and/or its managers) pursuant to the agreed profit-sharing structure.
4.5 No Guaranteed Returns
Investors acknowledge that:
Distributions are not guaranteed
Payment timing is dependent on the performance and liquidity of underlying investments
Film, sports, and media investments are inherently speculative, with uneven cash flow cycles and uncertain revenue timing
The Fund shall have no obligation to make distributions except from legally available funds and at its discretion.
4.6 Reinvestment Rights
The Fund reserves the right to:
Retain and reinvest proceeds for portfolio growth
Allocate capital toward follow-on investments or new opportunities
Delay distributions if deemed beneficial to maximize long-term investor returns
4.7 Tax Considerations
Investors are responsible for their own tax liabilities arising from Fund distributions. The Fund will provide appropriate tax documentation (including Schedule K-1) annually, in accordance with applicable laws.
4.8 Limitations and Discretion
All decisions regarding:
Timing of distributions
Amount of distributions
Retention vs. payout of proceeds
shall be made by the Fund in its sole and absolute discretion, consistent with its fiduciary duties and governing documents.
5. Indemnification and Limitation of Liability
To the fullest extent permitted by law, the Fund, its managers, members, officers, employees, agents, and affiliates shall not be liable to any investor for any loss, damage, or claim arising out of or relating to:
Investment performance or lack thereof
Market conditions or industry downturns
Failure of any underlying investment or project
Actions taken in good faith within the scope of authority
Each investor agrees to indemnify, defend, and hold harmless the Fund and its affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including legal fees) arising out of:
The investor’s breach of representations or agreements
The investor’s actions related to the Fund
Any third-party claims arising from the investor’s conduct
This indemnification shall survive the termination of the investor’s interest in the Fund.
6. No Fiduciary Duty Beyond Governing Documents
Except as expressly set forth in the Fund’s Operating Agreement or required by applicable law, the Fund and its management shall not owe any fiduciary duties to investors, and any such duties may be limited or modified therein.
7. Forward-Looking Statements
This document may contain forward-looking statements, projections, and expectations. Such statements are inherently uncertain and subject to change. Actual results may differ materially.
8. Amendments
The Fund reserves the right to amend, modify, or supplement this document at any time, subject to applicable law and the terms of its governing agreements.
9. Governing Law
This document shall be governed by and construed in accordance with the laws of the State of California.
10. Acceptance
By investing in Story Oasis Fund, LLC, each investor acknowledges that they have read, understood, and agreed to the terms set forth herein, including all risks, limitations, and conditions.