0001199835-09-000526 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 4th, 2009 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 31, 2009, by and among Camelot Entertainment Group, Inc., a Delaware Corporation with its headquarters located at 8001 Irvine Center Drive, Suite 400, Irvine, CA 92618 (the "Company"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "Initial Investors").

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SECURITY AGREEMENT
Security Agreement • September 4th, 2009 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • New York

SECURITY AGREEMENT (this "Agreement"), dated as of August 31, 2009, by and among Camelot Entertainment Group, Inc., a Delaware corporation ("Parent"), and its Subsidiaries as listed on Schedules A (collectively the "Subsidiary") (hereinafter the Parent and the Subsidiary shall collectively be referred to as the "Company") and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • September 4th, 2009 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this "Agreement"), dated as of August 31, 2009, by and among Camelot Entertainment Group, Inc., a Delaware corporation ("Parent"), and its Subsidiaries as listed on Schedules A and 3(a) attached hereto excluding any third party acquisitions' made subsequent to this Agreement (collectively the "Subsidiary")(hereinafter the Parent and the Subsidiary shall collectively be referred to as the "Company") and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 4th, 2009 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • New York

SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of August 31, 2009, by and among Camelot Entertainment Group, Inc., a Delaware Corporation, with headquarters located at 8001 Irvine Center Drive, Suite 400, Irvine, CA 92618 (the "Company"), and each of the purchasers set forth on the signature pages hereto (the "Buyers").

SUBSIDIARY GUARANTY
Subsidiary Guaranty • September 4th, 2009 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • New York
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