0001019687-12-002151 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 15th, 2012 • Ace Marketing & Promotions Inc • Services-advertising • Nevada

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of the 31st day of May, 2012 by and between ACE MARKETING & PROMOTIONS, INC., a New York corporation (the “Company”) and TCA GLOBAL CREDIT MASTER FUND, LP, a Cayman Islands limited partnership (the “Investor”).

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COMMITTED EQUITY FACILITY AGREEMENT
Committed Equity Facility Agreement • June 15th, 2012 • Ace Marketing & Promotions Inc • Services-advertising • Nevada

This Committed Equity Facility Agreement (the “Agreement”) is dated as of the 31st day of May, 2012, by and between TCA GLOBAL CREDIT MASTER FUND, LP, a Cayman Islands limited partnership (the “Investor”) and ACE MARKETING & PROMOTIONS, INC., a New York corporation (the “Company”).

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