0001144204-11-022503 Sample Contracts

THIRD AMENDMENT TO FACTORING AND SECURITY AGREEMENT
Factoring and Security Agreement • April 15th, 2011 • Zoo Entertainment, Inc • Services-prepackaged software

This THIRD AMENDMENT TO FACTORING AND SECURITY AGREEMENT (this "Third Amendment") is made and entered into this 30th day of November, 2010, among Zoo Games, Inc., a Delaware corporation, Zoo Entertainment, Inc., a Delaware corporation, and Zoo Publishing, Inc., a New Jersey corporation (jointly, severally, and collectively "Seller"), and Working Capital Solutions, Inc., a Delaware corporation ("Purchaser").

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SECOND AMENDMENT TO MASTER PURCHASE ORDER ASSIGNMENT AGREEMENT
Master Purchase Order • April 15th, 2011 • Zoo Entertainment, Inc • Services-prepackaged software

This Second Amendment to that certain Master Purchase Order Assignment Agreement (the "Amendment") is made as of the 6th day of April, 2011, between WELLS FARGO BANK, NATIONAL ASSOCIATION (the "Contractor") and ZOO ENTERTAINMENT, INC., a Delaware corporation, ZOO PUBLISHING, INC., a New Jersey corporation, and ZOO GAMES, INC., a Delaware corporation (collectively, the "Distributor").

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