0000950123-04-007007 Sample Contracts

INVENTORY AND EQUIPMENT LOAN AGREEMENT
Inventory and Equipment Loan Agreement • June 2nd, 2004 • Grand Toys International LTD • Wholesale-misc durable goods • Quebec

WHEREAS Montcap intends to make certain advances to each Borrower based on the value of certain of its inventory and of its equipment, the whole subject to the terms and conditions of the present Agreement.

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MONTCAP FINANCIAL CORPORATION 3400 de Maisonneuve Blvd. West Suite 1245 Montreal, Quebec H3Z 3B8 FACTORING AGREEMENT (“AGREEMENT”)
Factoring Agreement • June 2nd, 2004 • Grand Toys International LTD • Wholesale-misc durable goods • Quebec
EMPLOYMENT AGREEMENT
Employment Agreement • June 2nd, 2004 • Grand Toys International LTD • Wholesale-misc durable goods • New York

This AGREEMENT is made and entered into as of the [ ] day of [ ], 2004, by and between GRAND TOYS INTERNATIONAL LIMITED, a limited company organized under the laws of the Hong Kong Special Administrative Region of the People’s Republic of China having its registered office at Room UG202, Floor UG2, Chinachem Golden Plaza, 77 Mody Road, Tsimshatsui East, Kowloon, Hong Kong (“Grand”), and ELLIOT L. BIER, a Canadian citizen residing at , Canada (“Bier”).

Contract
Agreement of Lease • June 2nd, 2004 • Grand Toys International LTD • Wholesale-misc durable goods • Quebec

BETWEEN: STORAGE LEASEHOLDS INC. a body politic and corporate, duly incorporated, having its principal place of business in the Province of Quebec at 300 Canal Bank Road, Ville St-Pierre, herein acting and represented by Mr. Milan Bratin, duly authorized as he so declares;

AMENDMENT TO STIPULATION OF SETTLEMENT
Grand Toys International LTD • June 2nd, 2004 • Wholesale-misc durable goods • New York

THIS AMENDMENT TO STIPULATION OF SETTLEMENT (“Amendment”) is entered into as of the day of June, 2003 among GRAND TOYS INTERNATIONAL, INC. (“GRAND”), and DANIEL ATKINS, MARK ATKINS, TERESA ATKINS, DOUGLAS ATKINS and BRUCE MINOR (collectively, the “Defendants”).

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