Oa3, LLC Sample Contracts

AGREEMENT TO FILE AMENDMENT NO. 8 TO SCHEDULE 13D JOINTLY
Agreement • July 9th, 2008 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 8 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Wednesday, July 9, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

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AGREEMENT TO FILE AMENDMENT NO. 6 TO SCHEDULE 13D JOINTLY
Agreement • June 16th, 2008 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 6 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Monday, June 16, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 1 TO SCHEDULE 13D JOINTLY (as required by Item 7 of Schedule 13D)
Agreement • March 8th, 2005 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 1 to the Schedule 13D filed by themselves and Alliance Entertainment Corp. with the Securities and Exchange Commission on Tuesday, November 30, 2004, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 7 TO SCHEDULE 13D JOINTLY
Agreement • July 3rd, 2008 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 7 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Thursday, July 3, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 9 TO SCHEDULE 13D JOINTLY
Oa3, LLC • July 21st, 2008 • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 9 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Monday, July 21, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

FORM OF STOCKHOLDER’S AGREEMENT
’s Agreement • November 30th, 2004 • Oa3, LLC • Services-direct mail advertising services • New York

This STOCKHOLDER’S AGREEMENT, dated as of , 2004 (this “Agreement”), is made and entered into by and among Source Interlink Companies, Inc., a Missouri corporation (“Source”) and AEC Associates, L.L.C., a Delaware limited liability company (“AEC Associates” or “Stockholder”).

AGREEMENT TO FILE AMENDMENT NO. 4 TO SCHEDULE 13D JOINTLY (as required by Item 7 of Schedule 13D)
Oa3, LLC • May 16th, 2007 • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 4 to the Schedule 13D filed by themselves and Source Interlink Companies, Inc. with the Securities and Exchange Commission on Wednesday, May 16, 2007, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE SCHEDULE 13D JOINTLY (as required by Item 7 of Schedule 13D)
Oa3, LLC • November 30th, 2004 • Services-direct mail advertising services

The undersigned persons hereby agree that reports on Schedule 13D, and any amendments thereto, may be filed in a single statement on behalf of all such persons, and further, each such person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 5 TO SCHEDULE 13D JOINTLY
Agreement • June 11th, 2008 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 5 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Wednesday, June 11, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person (other than Digital On-Demand, Inc.) designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 10 TO SCHEDULE 13D JOINTLY
Agreement • September 17th, 2008 • Oa3, LLC • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 10 to the Schedule 13D filed by themselves with the Securities and Exchange Commission on Wednesday, September 17, 2008, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 2 TO SCHEDULE 13D JOINTLY (as required by Item 7 of Schedule 13D)
Oa3, LLC • March 3rd, 2006 • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 2 to the Schedule 13D filed by themselves and Alliance Entertainment Corp. with the Securities and Exchange Commission on Friday, March 3, 2006, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

AGREEMENT TO FILE AMENDMENT NO. 3 TO SCHEDULE 13D JOINTLY (as required by Item 7 of Schedule 13D)
Oa3, LLC • November 14th, 2006 • Services-direct mail advertising services

The undersigned persons hereby agree that this Amendment No. 3 to the Schedule 13D filed by themselves and Alliance Entertainment Corp. with the Securities and Exchange Commission on Monday, November 13, 2006, and any amendments thereto, may be filed in a single statement on behalf of all such undersigned persons, and further, each such undersigned person designates Robert P. Bermingham as its agent and attorney-in-fact for the purpose of executing any and all such reports required to be made by it with the Securities and Exchange Commission.

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