HOF Network Agreement

This Agreement is entered into by and between:

Echelon Media Sports LLC (“EMS”), an Ohio limited liability company owned by Roechard D. Lewis, doing business as N.I.L.E.M.S. (Name, Image, Likeness, Executive, Marketing, & Strategy) (“NILEMS”),
and

Russell Johnson (“Johnson”).

Collectively, “the Parties.”

1. Purpose of Agreement

NILEMS operates as a NIL (Name, Image, and Likeness) marketing and representation service for Ohio amateur athletes, providing education, branding, deal negotiation, media support, marketing, and related services.

Russell Johnson provides information technology services (ITS), graphics, illustration, and database management for NILEMS, and may independently source athletes for NIL deals.

2. Ownership Structure

1. NILEMS is a DBA (Doing Business As) under Echelon Media Sports LLC.

2. NILEMS is jointly operated by:

   • Roechard D. Lewis

   • Russell Johnson

3. Revenue Structure (Athlete NIL Deals)

3.1 Compensation from Athlete Deals

NILEMS will receive 10% to 20% of the total compensation earned from NIL deals secured for each athlete (“NIL Revenue”).
The percentage depends on the complexity, scale, and structure of each individual athlete agreement.

3.2 Breakdown of NILEMS Revenue

The portion of NIL Revenue received by NILEMS will be split as follows:

A. Deals Sourced by Roechard Lewis

• NILEMS receives: 10—20% from athlete

• Of that revenue:

  • Russell Johnson receives 20%

  • Remaining balance retained by NILEMS/EMS

B. Deals Sourced by Russell Johnson

• NIL Revenue received by NILEMS is split 50/50 between:

  • Russell Johnson

  • NILEMS/EMS

4. Payment Terms

1. Russell Johnson will receive his portion of revenue within ten (10) days of NILEMS receiving payment from an athlete or a corporate partner.

2. EMS/NILEMS will maintain full transparency of all NIL deal records, payments, and financial activity.

3. Any party may request and receive transaction records, statements, and athlete revenue reports at any time, and such records shall be promptly provided.

5. Responsibilities of the Parties

5.1 Russell Johnson

Johnson agrees to provide:

• ITS support and systems administration

• Graphic design services

• Illustration and branding assets

• Database development and maintenance

• Athlete sourcing (optional but compensated as stated)

• Support in operational technology for NILEMS

5.2 Echelon Media Sports / Roechard Lewis

Roechard Lewis agrees to:

• Lead NIL deal sourcing, negotiation, and closing

• Oversee athlete relationships and communication

• Manage business operations and finances for NILEMS

• Provide marketing, media, and athlete development support

6. Term & Termination

1. This Agreement becomes effective upon signature by all parties.

2. The Agreement remains active until terminated by written notice agreed upon by all Parties.

3. In the event of termination:

   • All revenue owed for completed deals must still be paid according to this Agreement.

   • Pending deals remain enforceable.

7. Transparency & Access to Records

NILEMS and EMS shall maintain accurate accounting of all NIL deals, athlete agreements, corporate partnerships, payouts, and expenses.
All records will be:

• maintained in real time, and

• accessible to both Roechard Lewis and Russell Johnson upon request.

8. Legal Classification

NILEMS operates as a DBA under Echelon Media Sports LLC and does not create a separate legal entity.
This Agreement governs the working relationship between EMS, NILEMS, and Russell Johnson.

9. Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of the State of Ohio.

10. Entire Agreement

This document represents the full understanding between the Parties and supersedes any previous verbal or written agreements.

SIGNATURES

Echelon Media Sports LLC / N.I.L.E.M.S.
By: ____________________________
Roechard D. Lewis, Owner
Date: __________________________

Russell Johnson
Signature: _____________________
Date: __________________________