0001104659-09-051298 Sample Contracts

GUARANTY
Guaranty • August 24th, 2009 • WPT Enterprises Inc • Services-motion picture & video tape production • California

This GUARANTY (this “Guaranty”), dated as of August 24, 2009, is made by ElectraWorks Ltd., a Gibraltar private limited company (“Guarantor”), in favor of WPT Enterprises, Inc., a Delaware corporation (“Beneficiary” or “Seller”).

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 24th, 2009 • WPT Enterprises Inc • Services-motion picture & video tape production • California

This Asset Purchase Agreement is entered into as of August 24, 2009, by and between Peerless Media Ltd., a Gibraltar private limited company (“Buyer”), and WPT Enterprises Inc., a Delaware corporation (“Seller”).

VOTING AGREEMENT
Voting Agreement • August 24th, 2009 • WPT Enterprises Inc • Services-motion picture & video tape production • California

THIS VOTING AGREEMENT (this “Agreement”) is entered into as of [ ], 2009 by and among Peerless Media Ltd., a Gibraltar private limited company (“Buyer”), and each Person listed on the signature page hereof as a stockholder (each, a “Stockholder” and, collectively, the “Stockholders”).

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