0001047469-04-008190 Sample Contracts

PLACEMENT AGENT WARRANT AGREEMENT
Agent Warrant Agreement • March 16th, 2004 • Graymark Productions Inc • Services-motion picture & video tape production • Oklahoma

This PLACEMENT AGENT WARRANT AGREEMENT (this "Warrant Agreement" or "Agreement"), dated as of September 19, 2003, is between GrayMark Productions, Inc. (the "Company") and Viewtrade Financial, Inc. (the "Placement Agent") (the Company and Placement Agent are sometimes referred to as "parties" collectively and as "party" individually).

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WARRANT AGREEMENT between GRAYMARK PRODUCTIONS, INC. and UMB BANK, NA Dated as of September 19, 2003
Warrant Agreement • March 16th, 2004 • Graymark Productions Inc • Services-motion picture & video tape production • Oklahoma

THIS WARRANT AGREEMENT (this "Agreement"), dated as of September 19, 2003, is between GrayMark Productions, Inc., an Oklahoma corporation (the "Company"), and UMB Bank, NA (the "Warrant Agent").

INVESTOR AGREEMENT BETWEEN GRAYMARK PRODUCTIONS, INC., A & A PRODUCTIONS, LLC and FROZEN TELEVISION, INC.
Graymark Productions Inc • March 16th, 2004 • Services-motion picture & video tape production • California

Agreement made November 20, 2003, by and between Graymark Productions, Inc. ("Investor"), and A & A Productions, LLC ("A & A") and Frozen Television, Inc. ("Frozen") (A & A and Frozen are collectively referred to as "Producer") regarding an investment of Two Million Dollars ($2,000,000) in consideration of acquiring the right to share in the equity of the motion picture (tentatively) entitled "OUT OF THE BLUE" (the "Picture") to be produced by Producer.

OPERATING AGREEMENT FOR OUT OF THE BLUE PRODUCTIONS, LLC
Graymark Productions Inc • March 16th, 2004 • Services-motion picture & video tape production

This operating agreement is made and entered into this 22nd day of December, 2003, by and among Graymark Productions, Inc., A & A Productions, LLC ("A&A") and Frozen Television, Inc. ("Frozen") (herein individually referred to as "Member" and collectively referred to as "Members").

FILMCAPITAL, INC.
Graymark Productions Inc • March 16th, 2004 • Services-motion picture & video tape production

The purpose of this letter is to set forth our agreement regarding consulting services that have been performed for Oklahoma Entertainment Partners and its proposed affiliated entities ("OEP"), and/or GrayMark productions, LLC ("GrayMark") and the potential funding of various feature film projects.

AMENDMENT TO INVESTOR AGREEMENT BETWEEN GRAYMARK PRODUCTIONS, INC., A & A PRODUCTIONS, LLC and FROZEN TELEVISION, INC.
Graymark Productions Inc • March 16th, 2004 • Services-motion picture & video tape production

This agreement shall amend the Investor Agreement ("Investor Agreement") made November 20, 2003, by and between Graymark Productions, Inc. ("Investor"), and A & A Productions, LLC ("A & A") and Frozen Television, Inc. ("Frozen") (A & A and Frozen are collectively referred to as "Producer") regarding an investment of Two Million Dollars ($2,000,000) in consideration of acquiring the right to share in the equity of the motion picture (tentatively) entitled "OUT OF THE BLUE" (the "Picture") to be produced by Producer.

LITERARY PURCHASE AGREEMENT -SCREENPLAY- Dated: As of December 22, 2003
Literary Purchase Agreement • March 16th, 2004 • Graymark Productions Inc • Services-motion picture & video tape production

WORK: That certain unpublished screenplay written by Owner presently entitled "OUT OF THE BLUE" together with the title, themes, contents, characters and all versions and adaptations thereof.

December 19, 2003
Graymark Productions Inc • March 16th, 2004 • Services-motion picture & video tape production

The undersigned, holder of the common stock (the "Common Stock") of Gray Mark Productions, Inc. (the "Company"), options or rights to purchase, or securities convertible into, Common Stock, understands that the Company has commenced a private placement of its securities for which Viewtrade Financial ("Viewtrade") is acting as placement agent.

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