0001206774-04-000575 Sample Contracts

AGREEMENT
Agreement • June 9th, 2004 • Princeton Review Inc • Services-educational services • New York

Reference is made to the Agreement (the “Agreement”), dated as of May 28, 2004, by and between The Princeton Review, Inc. (the “Company”) and Fletcher International, Ltd. (“Fletcher”), and to the Certificate of Designation of the Series B-__ Preferred Stock of the Company (the “Certificate”). Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement or the Certificate, as applicable.

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