FriendFinder Networks Inc. Sample Contracts

FRIENDFINDER NETWORKS INC. 5,000,000 Shares of Common Stock (Par Value $0.001 Per Share) UNDERWRITING AGREEMENT
Underwriting Agreement • May 10th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York
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SECURITIES PURCHASE AGREEMENT 11.0% SENIOR SECURED NOTES DUE 2010 and SERIES A CONVERTIBLE PREFERRED STOCK Dated as of August 17, 2005 by and among PENTHOUSE MEDIA GROUP INC., as Issuer EACH SUBSIDIARY OF PENTHOUSE MEDIA GROUP INC. LISTED AS A...
Securities Purchase Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

Securities Purchase Agreement (this “Agreement”), dated as of August 17, 2005, by and among Penthouse Media Group Inc., a Delaware corporation, as issuer (the “Issuer”) of the Securities (as such term is defined below), each Subsidiary of the Issuer listed as a “Guarantor” on the signature pages hereto (as more fully defined below, each a “Guarantor,” and collectively the “Guarantors”), the holders of the Securities listed on Schedule 2.02 and from time to time party hereto (each a “Holder” and collectively, the “Holders”), and U.S. Bank National Association, as administrative agent and collateral agent for the Holders (in such capacity, the “Agent”).

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FRIENDFINDER NETWORKS INC. STOCK OPTION AGREEMENT
Stock Option Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

STOCK OPTION AGREEMENT (this “Agreement”), dated as of ________ (the “Grant Date”), between FriendFinder Networks Inc., a Nevada corporation (the “Company”) and ________________ (“Participant”).

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STANDARD OFFICE LEASE-GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
Standard Office Lease • April 27th, 2009 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc.
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INTERACTIVE NETWORK, INC. AND FRIENDFINDER NETWORKS INC.,
Indenture • March 17th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

Indenture, dated as of October 27, 2010, by and among Interactive Network, Inc., a Nevada corporation (“INI”), and FriendFinder Networks Inc., a Nevada corporation (“FFN”), as issuers (the “Issuers”) of the Securities (as such term is defined below), and each Subsidiary of FFN (other than INI) party hereto (as more fully defined below, collectively, the “Guarantors”), and U.S. Bank National Association, as trustee (the “Trustee”).

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ISSUER SECURITY AND PLEDGE AGREEMENT
Issuer Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

THIS ISSUER SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is made as of December 6, 2007 by and between Interactive Network, Inc., a Nevada corporation (the “Issuer”), and each Subsidiary of the Issuer listed on the signature pages hereto (the “Subsidiary Guarantors” and together with the Issuer, the “Grantors”) and U.S. Bank National Association, a national banking association, as collateral agent (in such capacity, the “Agent”) for the Holders of the Notes party to that certain Sellers’ Security Agreement (as amended and in effect from time to time, the “Sellers’ Securities Agreement”) dated as of the date hereof, by and among the Issuer, the subsidiaries of the Issuer, Penthouse Media Group, Inc., a Nevada corporation (“PMGI”) and the subsidiaries of PMGI, the Holders, and the Agent as administrative agent and collateral agent for the Holders. This Agreement secures (i) the obligations of the Issuer under the Notes and (ii) the Guaranteed Obligations of the Subsidiary Guarantors

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VARIOUS, INC. EMPLOYEE PROPRIETARY INFORMATION AGREEMENT
Employee Proprietary Information Agreement • April 27th, 2009 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • California

In consideration of and as a condition of my employment by VARIOUS, INC. and/or by companies which it owns, controls, or is affiliated with, and their predecessors and successors (the “Company”), and the compensation previously, now and hereafter paid to me for such employment directly or through an agency, I hereby agree as follows, and confirm my compliance with the following during the entire course of employment with the Company or engagement in any other capacity whatsoever, whether as a consultant, independent contractor or in any other relationship:

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PARENT SECURITY AND PLEDGE AGREEMENT
Parent Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

THIS PARENT SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is made as of December 6, 2007 by and between Penthouse Media Group, Inc., a Nevada corporation (the “Parent”), and each Subsidiary of the Parent listed on the signature pages hereto (the “Subsidiary Guarantors” and together with the Parent, the “Grantors”) and U.S. Bank National Association, a national banking association, as collateral agent (in such capacity, the “Agent”) for the Holders of the Notes party to that certain Sellers’ Securities Agreement (as amended and in effect from time to time, the “Sellers’ Securities Agreement”) dated as of the date hereof, by and among Interactive Network, Inc. (the “Issuer”), the subsidiaries of the Issuer, the Parent and the subsidiaries of the Parent, the Holders, and the Agent as administrative agent and collateral agent for the Holders. This Agreement secures the Guaranteed Obligations of the Grantors arising with respect to the Notes.

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FRIENDFINDER NETWORKS INC. STOCK OPTION AGREEMENT
Stock Option Agreement • May 6th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

STOCK OPTION AGREEMENT (this "Agreement"), dated as of ________ (the "Grant Date"), between FriendFinder Networks Inc., a Nevada corporation (the "Company") and ________________ ("Participant").

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Re: Amendment No. 2 and Waiver to Securities Purchase Agreement relating to Interactive Network, Inc.
Securities Purchase Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

We write this Amendment No. 2 and Waiver to Securities Purchase Agreement (this “Amendment and Waiver”) in connection with that certain Securities Purchase Agreement, dated as of December 6, 2007, among Interactive Network, Inc., a Nevada corporation (the “Issuer”), the “Senior Guarantors” and “Subordinated Guarantors” defined therein and party thereto, the “Holders” defined therein and party thereto and U.S. Bank National Association as administrative agent and collateral agent for the Holders (the “Agent”), as amended by that certain Amendment No. 1 to Securities Purchase Agreement, dated as of January 14, 2008 (as so amended, the “SPA”). Terms capitalized but not defined in this Amendment and Waiver have the respective meanings ascribed in the SPA.

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PENTHOUSE MEDIA GROUP INC. SECOND AMENDMENT AND LIMITED WAIVER TO SECURITIES PURCHASE AGREEMENTS FOR ACQUISITION AND RELATED TRANSACTIONS
Second Amendment and Limited Waiver to Securities Purchase Agreements for Acquisition and Related Transactions • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This SECOND AMENDMENT AND LIMITED WAIVER FOR ACQUISITION AND RELATED TRANSACTIONS (this "Waiver"), effective as of December 6, 2007 (the "Effective Date"), is entered into by and among Penthouse Media Group Inc., a Nevada corporation (the "Issuer") and the holders whose names appear on the signature pages hereto (the "Holders") of the Issuer's outstanding (a) 14.0% Senior Secured Notes due 2010 (as amended and restated as of the date hereof as 15.0% Senior Secured Notes due 2010, the "2005 Notes"), and (b) 15.0% Senior Secured Notes due 2010 (as amended and restated as of the date hereof, the "2006 Notes").

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 26th, 2012 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) made as of the 24th day of April, 2012 between FRIENDFINDER NETWORKS INC., a Nevada corporation (the “Company”) having an office at 6800 Broken Sound Parkway, Suite 200, Boca Raton, Florida 33487 and DANIEL C. STATON (the “Executive”).

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FRIENDFINDER NETWORKS INC. STOCK OPTION AGREEMENT
Stock Option Agreement • May 6th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

STOCK OPTION AGREEMENT (this “Agreement”), dated as of ________ (the “Grant Date”), between FriendFinder Networks Inc., a Nevada corporation (the “Company”) and ________________ (“Participant”).

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THIRD AMENDMENT TO FORBEARANCE AGREEMENT
Forbearance Agreement • June 20th, 2013 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This Third Amendment to Forbearance Agreement (this “Amendment”), dated as of June 7, 2013, is entered into by and among Interactive Network, Inc., a Nevada corporation (“Interactive”) and FriendFinder Networks Inc., a Nevada corporation (“FFN” and, collectively with Interactive, the “Issuers”), each of the undersigned entities listed as guarantors (collectively, the “Guarantors”) and each of the undersigned holders of the Notes (collectively, together with any other holder of Notes who agrees to be bound by the Agreement, the “Forbearing Holders”).

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FIRST AMENDMENT TO GUARANTOR SECURITY AND PLEDGE AGREEMENT
Guarantor Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This FIRST AMENDMENT TO ISSUER SECURITY AND PLEDGE AGREEMENT (this “Amendment”), dated as of August 28, 2006, amends the Guarantor Security and Pledge Agreement (the “Original Security Agreement”) entered into as of August 17, 2005 by and between the parties hereto, to wit: [ , a ] (the “Guarantor”), and U.S. Bank National Association, as administrative agent and collateral agent (in such capacity, the “Agent”). Capitalized terms used herein without definition shall have the respective meanings herein assigned to such terms in the Original Security Agreement (prior to this Amendment).

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PENTHOUSE MEDIA GROUP INC. FIRST AMENDMENT AND LIMITED WAIVER TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This FIRST AMENDMENT AND LIMITED WAIVER TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is dated as of August 28, 2006, amends the Securities Purchase Agreement (the “Purchase Agreement”) entered into as of August 17, 2005 by and among the parties hereto, to wit: Penthouse Media Group Inc., a Nevada corporation (formerly a Delaware corporation) (the “Issuer”), each Subsidiary of the Issuer listed as a “Guarantor” on the signature pages hereto (as more fully defined in the Purchase Agreement, each a “Guarantor,” and collectively the “Guarantors”), the holders of Notes listed on Schedule 2.02 to the Purchase Agreement (collectively, the “Holders”), and U.S. Bank National Association, as administrative agent and collateral agent for the Holders (in such capacity, the “Agent”). Capitalized terms used herein without definition shall have the respective meanings herein assigned to such terms in the Purchase Agreement and the interpretative rules set forth in Sections 1.02 through 1.04 of

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SHAREHOLDERS’ AGREEMENT
Shareholders Agreement • November 19th, 2009 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

THIS SHAREHOLDERS AGREEMENT (this “Agreement”) dated as of ____________, 2004 is entered into by and among PET CAPITAL PARTNERS, LLC (“PET”), ABSOLUTE RETURN EUROPE FUND (“ARE”), NAFT VENTURES I LLC (“NAFT”), MARC H. BELL (“Bell”), DANIEL STATON (“Staton”), CARE CONCEPTS I, INC., a Delaware corporation (“CCI”); and PENTHOUSE MEDIA GROUP INC., formerly known as GENERAL MEDIA, INC., a Delaware corporation (the “Company”), as amended from time to time to add such other person(s) who may hereafter become a party to this Agreement. PET, ARE, NAFT, Bell, Staton, individually and together with their respective Affiliates, are hereinafter sometimes individually referred to as a “Bell/Staton Group Party” and collectively referred to as the “Bell/Staton Group Parties.” The Bell/Staton Group Parties and CCI and such other persons who may hereafter become a party to this Agreement are sometimes referred to herein individually as a “Shareholder” and collectively as the “Shareholders.”

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Various, Inc. Palo Alto, CA 94306 September 21, 2007
Independent Contractor Agreement • December 23rd, 2008 • FriendFinder Networks Inc.

This Independent Contractor Agreement (“Agreement”) sets forth the terms pursuant to which Consultant will provide consulting services to Various, Inc. (“Company”) and its Affiliates. Capitalized terms used but not defined in this Agreement shall have the respective meanings ascribed to them in that certain Stock Purchase Agreement, dated as of the date hereof, by and among Company, Andrew B. Conru (the “Founder”) and Lars Mapstead (the “SPA”) and the other parties thereto.

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SECOND AMENDMENT TO FORBEARANCE AGREEMENT
Forbearance Agreement • May 15th, 2013 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This Second Amendment to Forbearance Agreement (this “Amendment”), dated as of May 6, 2013, is entered into by and among Interactive Network, Inc., a Nevada corporation (“Interactive”) and FriendFinder Networks Inc., a Nevada corporation (“FFN” and, collectively with Interactive, the “Issuers”), each of the undersigned entities listed as guarantors (collectively, the “Guarantors”) and each of the undersigned holders of the Notes (collectively, together with any other holder of Notes who agrees to be bound by the Agreement, the “Forbearing Holders”).

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EMPLOYMENT AGREEMENT
Employment Agreement • December 23rd, 2008 • FriendFinder Networks Inc.

AGREEMENT made as of the __ day of ______, 2008 between FRIENDFINDER NETWORKS INC., a Nevada corporation (the “Company”) having an office at 6800 Broken Sound Parkway, Boca Raton, Florida 33487 and DANIEL C. STATON (the “Executive”).

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INTERACTIVE NETWORK, INC. SENIOR SECURED NOTES DUE 2011 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (this “Amendment No. 1”), effective as of January 14, 2008 (the “Effective Date”), is entered into by and among Interactive Network, Inc., a Nevada corporation (the “Issuer”) and the holders whose names appear on the signature pages hereto (the “Holders”) of the Issuer’s outstanding Senior Secured Notes due 2011 (the “Senior Notes”).

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SELLERS’ SECURITIES AGREEMENT $80,000,000 SUBORDINATED SECURED NOTES DUE 2011 PMGI WARRANTS Dated as of December 6, 2007 by and among INTERACTIVE NETWORK INC., as Issuer EACH SUBSIDIARY OF INTERACTIVE NETWORK INC., LISTED AS A SENIOR SUBORDINATED...
Securities Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York
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EMPLOYMENT AGREEMENT
Employment Agreement • March 17th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

This EMPLOYMENT AGREEMENT (“Agreement”) made as of the ____ day of March, 2011 between FRIENDFINDER NETWORKS INC., a Nevada corporation (the “Company”) having an office at 6800 Broken Sound Parkway, Suite 200, Boca Raton, Florida 33487 and MARC H. BELL (the “Executive”).

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FIRST AMENDMENT TO ISSUER SECURITY AND PLEDGE AGREEMENT
Issuer Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This FIRST AMENDMENT TO ISSUER SECURITY AND PLEDGE AGREEMENT (this “Amendment”), dated as of August 28, 2006, amends the Issuer Security and Pledge Agreement (the “Original Security Agreement”) entered into as of August 17, 2005 by and between the parties hereto, to wit: Penthouse Media Group Inc., a Nevada corporation (formerly a Delaware corporation) (the “Issuer”), and U.S. Bank National Association, as administrative agent and collateral agent (in such capacity, the “Agent”). Capitalized terms used herein without definition shall have the respective meanings herein assigned to such terms in the Original Security Agreement (prior to this Amendment).

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EMPLOYMENT AGREEMENT
Employment Agreement • January 8th, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

AGREEMENT made as of the __ day of ______, 20__ between FRIENDFINDER NETWORKS INC., a Nevada corporation (the “Company”) having an office at 6800 Broken Sound Parkway, Boca Raton, Florida 33487 and DANIEL C. STATON (the “Executive”).

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ISSUER SECURITY AND PLEDGE AGREEMENT
Issuer Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

THIS ISSUER SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is made as of August 17, 2005 by and between Penthouse Media Group Inc., a Delaware corporation (the “Issuer”), having its principal place of business at 6800 Broken Sound Parkway, Suite 100, Boca Raton, FL 33487 and U.S. Bank National Association, a national banking association, as collateral agent (in such capacity, the “Agent”) for the Holders (collectively, the “Holders”) party to a Securities Purchase Agreement (as amended and in effect from time to time, the “Securities Purchase Agreement”) dated as of the date hereof, by and among the Issuer, the subsidiaries of the Issuer, as Guarantors, such “Holders,” and the Agent as administrative agent and collateral agent for the Holders. This Agreement secures the obligations of the Issuer under its 11.0% Senior Secured Promissory Notes due 2010 (the “Notes”), issued pursuant to the Securities Purchase Agreement, and under the other Note Documents.

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FRIENDFINDER NETWORKS INC. SUITE 200 BOCA RATON FL 33487
Employment Agreement • March 17th, 2011 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc.

On behalf of Friendfinder Networks Inc. and its subsidiaries (the “Company”), I am pleased to restate to you the conditions of your employment in the position of Chief Financial Officer, reporting directly to Marc Bell and Daniel C. Staton. This letter agreement supercedes the letter agreements dated September 6, 2007 and July 8, 2008, which are of no further force. This position is based in the Company’s Boca Raton, Florida offices (currently located at 6800 Broken Sound Parkway, Suite 100, Boca Raton, Florida 33487).

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CONSULTING AGREEMENT
Consulting Agreement • October 5th, 2012 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • Florida

This CONSULTING AGREEMENT (“Agreement”) made as of the 5th day of October, 2012 between FRIENDFINDER NETWORKS INC., a Nevada corporation (the “Company”) having an office at 6800 Broken Sound Parkway, Suite 200, Boca Raton, Florida 33487 and MARC H. BELL (the “Consultant”).

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December 6, 2007
Limited Waiver Letter Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc.

Pursuant to Section 3.14 of that certain Penthouse Media Group Inc. 13% Subordinated Term Loan Notes due 2011 (the “Note”), among Penthouse Media Group Inc. (the “Company”), the Guarantors party thereto, and the Holders party thereto, the Holders hereby agree to waive each of the covenants identified on Schedule A attached to this Limited Waiver Letter Agreement June 2007 (this “Letter Agreement”), solely to the extent described on Schedule A (with each such waiver being effective as of the date such waiver is required to negate breach or non-compliance with the applicable covenant); provided that each such waiver shall remain effective only if the Company complies with the applicable restated obligation (if any) with respect to such waiver described on Schedule A.

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GUARANTOR SECURITY AND PLEDGE AGREEMENT
Guarantor Security and Pledge Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

THIS GUARANTOR SECURITY AND PLEDGE AGREEMENT (this “Agreement”), is made as of August 17, 2005 by and between [ , a ] (the “Guarantor”), having its principal place of business at 6800 Broken Sound Parkway NW, Suite 100, Boca Raton, FL 33487 and U.S. Bank National Association, a national banking association, as collateral agent (in such capacity, the “Agent”) for the Holders (collectively, the “Holders”) party to a Securities Purchase Agreement (as amended and in effect from time to time, the “Securities Purchase Agreement”) dated as of the date hereof, by and among Penthouse Media Group, Inc. (the “Issuer”), the subsidiaries of the Issuer, as Guarantors, such “Holders,” and the Agent as administrative agent and collateral agent for the Holders. This Agreement secures the obligations of the Guarantor under its guaranty of the Issuer’s 11.0% Senior Secured Promissory Notes due 2010 (the “Notes”), issued pursuant to the Securities Purchase Agreement, and under the other Note Documents.

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Re: Amendment No. 2 and Waiver to Sellers’ Securities Agreement relating to the Subordinated Secured Notes due 2011 of Interactive Network, Inc.
Sellers’ Securities Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

We write this Amendment No. 2 and Waiver to Sellers’ Securities Agreement relating to the Subordinated Secured Notes due 2011 of Interactive Network, Inc. (this “Amendment and Waiver”) in connection with that certain Sellers’ Securities Agreement, dated as of December 6, 2007, among Interactive Network, Inc., a Nevada corporation (the “Issuer”), the “Senior Subordinated Guarantors” and “Junior Subordinated Guarantors” defined therein and party thereto, the “Holders” defined therein and party thereto and U.S. Bank National Association as administrative agent and collateral agent for the Holders (the “Agent”), as amended by that certain Amendment to Sellers’ Securities Agreement dated as of December 6, 2008 (as so amended, the “SSA”). Terms capitalized but not defined in this Amendment and Waiver have the respective meanings ascribed in the SSA.

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AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc.

THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”), dated as of December 6, 2007, is by and among Various, Inc., a California corporation (the “Company”), Andrew B. Conru Trust Agreement, Andrew B. Conru Trustee (“Trust 1”), and Mapstead Trust, created on April 16, 2002, Lars and Marin Mapstead Trustees (“Trust 2” and, together with Trust 1, “Sellers”), Andrew B. Conru, an individual (“Founder 1”), Lars Mapstead, an individual (“Founder 2” and, together with Founder 1, the “Founders”), and Penthouse Media Group Inc., a Nevada corporation (“Purchaser”). The Company, Sellers and the Founders are sometimes referred to collectively as the “Seller Parties” and collectively with Purchaser as the “Parties.”

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AMENDMENT TO SELLERS’ SECURITIES AGREEMENT
Sellers’ Securities Agreement • January 21st, 2010 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This AMENDMENT TO SELLERS’ SECURITIES AGREEMENT (this “Amendment”), dated as of December 6, 2008, is entered into by and among Interactive Network, Inc., a Nevada corporation (the “Issuer”) and the holders whose names appear on the signature pages hereto (the “Holders”) of the Issuer’s outstanding Subordinated Secured Notes due 2011 (the “Sellers’ Secured Notes”).

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FORBEARANCE AGREEMENT
Forbearance Agreement • November 8th, 2012 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This Forbearance Agreement (this “Agreement”), dated as of November __, 2012, by and among Interactive Network, Inc., a Nevada corporation ("Interactive") and FriendFinder Networks Inc., a Nevada corporation ("FFN" and, collectively with Interactive, the “Issuers”), each of the undersigned entities listed as guarantors (collectively, the “Guarantors”), and each of the undersigned holders of the Notes (as defined below) (collectively, together with any other holder of Notes who agrees to be bound by this Agreement, the “Forbearing Holders”).

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FIRST AMENDMENT TO FORBEARANCE AGREEMENT
Forbearance Agreement • February 8th, 2013 • FriendFinder Networks Inc. • Services-computer programming, data processing, etc. • New York

This First Amendment to Forbearance Agreement (this “Amendment”), dated as of _____________, 2013, is entered into by and among Interactive Network, Inc., a Nevada corporation (“Interactive”) and FriendFinder Networks Inc., a Nevada corporation (“FFN” and, collectively with Interactive, the “Issuers”), each of the undersigned entities listed as guarantors (collectively, the “Guarantors”) and each of the undersigned holders of the Notes (collectively, together with any other holder of Notes who agrees to be bound by the Agreement, the “Forbearing Holders”).

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