0001019056-09-000120 Sample Contracts

February 2, 2009
Letter of Intent • February 9th, 2009 • Trudy Corp • Books: publishing or publishing & printing

The purpose of this Letter of Intent (“LOI” or “Agreement”) is to set forth certain nonbinding understandings and certain binding agreements with respect to the proposal by PCS Edventures!.com, Inc., an Idaho corporation located at 345 Bobwhite Court, Suite 200, Boise, Idaho, USA 83706 (“PCS”), to acquire substantially all of the assets of Trudy Corporation, a Delaware corporation doing business as Soundprints and Studio Mouse and located at 353 Main Avenue, Norwalk, Connecticut, 06851 (the “Company”). The parties to this LOI include PCS, Company, the Company’s principal shareholders who control a majority of the Company’s voting securities as set forth on the signature page (“Shareholders”), and William W. Burnham (“Burnham”).

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