0001144204-09-043709 Sample Contracts

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software • New York

THIS AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of this 23rd day of July 2009, between Zoo Publishing, Inc., f/k/a Zoo Games, Inc., f/k/a Destination Software, Inc., a corporation with its principal place of business at 3805 Edwards Road, Suite 605, Cincinnati, OH 45209 (the “Company”) and David Rosenbaum, an individual residing in Cincinnati, OH (“Employee”), and amends that certain Employment Agreement entered into by the Company and Employee as of January 1, 2008, as amended by Amendment No. 1 effective as of July 1, 2008 (the “Employment Agreement”).

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AMENDMENT NO. 2 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE
Senior Secured Convertible Promissory Note • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software

This Amendment No. 2 (this “Amendment”), dated as of June 26, 2009, is entered into by and among Zoo Entertainment, Inc. (the “Company”) and the undersigned holders of the Notes (as defined below) representing the Requisite Holders (as defined below).

EMPLOYMENT AGREEMENT
Employment Agreement • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software • New York

THIS EMPLOYMENT AGREEMENT (this “Employment Agreement” or “Agreement”) dated as of January 1, 2008 (the “Effective Date”) by and between Destination Software, Inc., a corporation having an office and principal place of business at 137 Hurffville Crosskeys Rd., Sewell, NJ 08080 (hereinafter referred to as the "Company") and David Rosenbaum, an individual residing in Cincinnati, Ohio (hereinafter referred to as the "Employee").

AMENDMENT NUMBER ONE TO THE JANUARY 1, 2008 EMPLOYMENT AGREEMENT
Number One • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software

This amendment number one (“Amendment 1”), effective as of July 1, 2008 (the “Amendment 1 Effective Date”), amends the Employment Agreement dated January 1, 2008 between Zoo Games, Inc. (f/k/a Destination Software, Inc.) (“Zoo”) and David Rosenbaum (“Rosenbaum”), in full force and effect as of the date hereof (the “Employment Agreement”). This Amendment 1, when fully executed, shall constitute the further understanding between the parties with respect to the Employment Agreement, as follows:

AMENDMENT NO.2 TO LICENSE AGREEMENT
License Agreement • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software

This Amendment No. 2 to License Agreement and Amendment No.1 to License Agreement is dated as of May 20, 2009 (the “Effective Date”) and made among:

AMENDMENT NUMBER THREE TO THE OCTOBER 24, 2008 SALES AGREEMENT
Sales Agreement • August 14th, 2009 • Zoo Entertainment, Inc • Services-prepackaged software

This amendment number three (“Amendment 3”), effective as of June 1, 2009 (the “Amendment 3 Effective Date”), amends the Sales Agreement dated October 24, 2008 between Zoo Publishing, Inc. (“Zoo”) and Atari, Inc. (“Atari”), in full force and effect as of the date hereof (the “Sales Agreement”). This Amendment 3, when fully executed, shall constitute the further understanding between the parties with respect to the Sales Agreement, as follows:

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