0001013762-11-000423 Sample Contracts

SUBSIDIARY GUARANTY

Subsidiary Guaranty • February 22nd, 2011 • Brainy Brands Company, Inc. • Agricultural production-crops • New York

• Contract Type
  Subsidiary Guaranty
• Filed
  February 22nd, 2011
• Company
  Brainy Brands Company, Inc.
• Industry
  Agricultural production-crops
• Jurisdiction
  New York

DISTRIBUTION AGREEMENT

Distribution Agreement • February 22nd, 2011 • Brainy Brands Company, Inc. • Agricultural production-crops

• Contract Type
  Distribution Agreement
• Filed
  February 22nd, 2011
• Company
  Brainy Brands Company, Inc.
• Industry
  Agricultural production-crops

This Agreement supersedes all previous Agreements and that in consideration of the mutual covenants and Agreements hereinafter set forth, BVE and BBC (the "Parties") hereto agree with the other as follows:

ESCROW AGREEMENT

Escrow Agreement • February 22nd, 2011 • Brainy Brands Company, Inc. • Agricultural production-crops • New York

• Contract Type
  Escrow Agreement
• Filed
  February 22nd, 2011
• Company
  Brainy Brands Company, Inc.
• Industry
  Agricultural production-crops
• Jurisdiction
  New York

This Agreement is dated as of the 24th day of November, 2010 among Enter Corp., a Delaware corporation (the “Company”), the subscribers listed on Schedule 1 hereto (“Subscribers”), and Grushko & Mittman, P.C. (the “Escrow Agent”):

THE SUWANEE COMMERCE CENTER STANDARD MULTI-TENANT LEASE

Commencement Date Agreement • February 22nd, 2011 • Brainy Brands Company, Inc. • Agricultural production-crops • Georgia

• Contract Type
  Commencement Date Agreement
• Filed
  February 22nd, 2011
• Company
  Brainy Brands Company, Inc.
• Industry
  Agricultural production-crops
• Jurisdiction
  Georgia

THIS COMMENCEMENT DATE AGREEMENT (the "Agreement") is made this 10th day of November, 2007 by BROGDON PLACE II, LLC ("Landlord") and BRAINY BABIES, INC. ("Tenant").