0001144204-07-017903 Sample Contracts

INDEPENDENT CONTRACTOR SERVICES AGREEMENT
Independent Contractor Services Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

This Agreement is made and entered into as of February 5, 2007 (the “Effective Date”), by and between HandHeld Entertainment, Inc. (the “Company”), having a principal place of business at 539 Bryant Street, suite 403, San Francisco, California 94107 and Gordon Page, an individual having a principal place of business at 73 Lancaster Avenue, Guildford, Surrey, United Kingdom (“Contractor”).

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ESCROW AGREEMENT
Escrow Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

This ESCROW AGREEMENT (the “Agreement”), dated as of December 1, 2006 (the “Effective Date”), is made by and among Aperio Technologies, Inc., a Florida corporation (“Aperio”), Handheld Entertainment, Inc., a Delaware corporation (“Handheld”) and Niesar Curls Bartling & Whyte, LLP, a California limited liability partnership, as escrow agent (the “Escrow Agent”).

ESCROW AGREEMENT
Escrow Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

This ESCROW AGREEMENT (the “Agreement”), dated as of November 13, 2006 (the “Effective Date”), is made by and among Zeus Promotions, LLC, a Delaware limited liability company (“Zeus”), Handheld Entertainment, Inc., a Delaware corporation (“Handheld”), John Kowal, an individual (the “Member”), and Niesar Curls Bartling & Whyte, LLP, a California limited liability partnership, as escrow agent (the “Escrow Agent”).

ESCROW AGREEMENT
Escrow Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

This ESCROW AGREEMENT (the “Agreement”), dated as of December 15, 2006 (the “Effective Date”), is made by and among Scott John Paul Worsnop, an individual (“Mr. Worsnop”), Handheld Entertainment, Inc., a Delaware corporation (“Handheld”) and Niesar Curls Bartling & Whyte, LLP, a California limited liability partnership, as escrow agent (the “Escrow Agent”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

The Employment Agreement (the “Agreement”) is made as of the 1st day of December, 2006 (the “Effective Date”), by and between HandHeld Entertainment, Inc., a Delaware corporation (the “Company”) and Mary Dunne (“Employee”), an individual residing in the State of Florida.

ESCROW AGREEMENT
Escrow Agreement • April 9th, 2007 • Handheld Entertainment, Inc. • Wholesale-electrical appliances, tv & radio sets • California

This ESCROW AGREEMENT (the “Agreement”), dated as of February 5, 2007 (the “Effective Date”), is made by and among Handheld Entertainment, Inc., a Delaware corporation (“Handheld”), Gordon Page, an individual and Robert Page, an individual (together the “Owner”) and Niesar Curls Bartling & Whyte, LLP, a California limited liability partnership, as escrow agent (the “Escrow Agent”).

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