0001193125-07-267386 Sample Contracts

THE CIT GROUP/BUSINESS CREDIT, INC. LOS ANGELES, CA 90071 December 14, 2007
Credit Facility Agreement • December 18th, 2007 • Babyuniverse, Inc. • Retail-nonstore retailers

Reference is made to that certain Amended and Restated Credit Agreement dated as of October 12, 2007 (the “Credit Agreement”) among eToys Direct, Inc. (“eToys Direct”), My Twinn, Inc. (“My Twinn”), BabyUniverse, Inc. (“BabyUniverse”), PoshTots, Inc. (“PoshTots”), and Dreamtime Baby, Inc. (“Dreamtime”, and collectively with eToys Direct, My Twinn, BabyUniverse and PoshTots, the “Borrowers”), the other Loan Parties party thereto, The CIT Group/Business Credit, Inc., in its capacity as the sole “Lender” thereunder (the “Sole Lender”), and The CIT Group/Business Credit, Inc., in its capacities as the Administrative Agent and Collateral Agent thereunder (the “Administrative Agent”). Capitalized terms used herein without definition have the meanings ascribed to such terms in the Credit Agreement.

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FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • December 18th, 2007 • Babyuniverse, Inc. • Retail-nonstore retailers • Colorado

This EMPLOYMENT AGREEMENT is made and entered into as of this st day of , by and between eToys Direct, Inc. (the “Company”) and (the “Employee”).

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