ContractWarrant Agreement • March 15th, 2012 • Zoo Entertainment, Inc • Services-prepackaged software • Delaware
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN ISSUED AND SOLD WITHOUT REGISTRATION IN RELIANCE UPON EXEMPTIONS FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933 (THE “1933 ACT”) AND APPLICABLE STATE SECURITIES LAWS (THE “STATE ACTS”). SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, OR TRANSFERRED OTHER THAN PURSUANT TO AN EFFECTIVE REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE 1933 ACT AND THE STATE ACTS.
LOAN AND SECURITY AGREEMENT MMB Holdings LLC, as Lender, and Zoo Entertainment, Inc., Zoo Games, Inc., Zoo Publishing, Inc., and indiePub, Inc., as Borrowers, Dated: March 9, 2012Loan and Security Agreement • March 15th, 2012 • Zoo Entertainment, Inc • Services-prepackaged software • Delaware
This LOAN AND SECURITY AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”) is made as of March 9, 2012 (the “Closing Date”), among ZOO ENTERTAINMENT, INC., a Delaware corporation (“Zoo Entertainment”), ZOO GAMES, INC., a Delaware corporation (“Zoo Games”), ZOO PUBLISHING, INC., a New Jersey corporation (“Zoo Publishing”), and INDIEPUB, INC., a Delaware corporation (“indiePub,” and, together with Zoo Entertainment, Zoo Games and Zoo Publishing, the “Borrowers”), and MMB HOLDINGS LLC, a Delaware limited liability company (the “Lender”).
JOINT FILING AGREEMENTJoint Filing Agreement • March 15th, 2012 • Zoo Entertainment, Inc • Services-prepackaged software
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
