0001193125-04-068063 Sample Contracts

OPTION EXCHANGE, CONTRIBUTION AND SUBSCRIPTION AGREEMENT
Contribution and Subscription Agreement • April 23rd, 2004 • Hollywood Entertainment Corp • Services-video tape rental • Delaware

This OPTION EXCHANGE, CONTRIBUTION AND SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of March 28, 2004, is entered into by and among Mark Wattles, an individual (the “Investor”), Green Equity Investors IV, L.P. (“GEI”) and Carso Holdings Corporation, a Delaware corporation (the “Company”).

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EMPLOYMENT AGREEMENT
Employment Agreement • April 23rd, 2004 • Hollywood Entertainment Corp • Services-video tape rental • Nevada

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of March 28, 2004, between Cosar Corporation, an Oregon corporation (hereinafter called the “Company”) with offices at 1111 Santa Monica Boulevard, Suite 2000, Los Angeles, CA 90025, and Mark J. Wattles, residing at 9001 Emerald Hill Way, Las Vegas, NV 89117 (hereinafter called the “Executive”).

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