Agreement Regarding Certain Matters Sample Contracts

April 22, 2003
Agreement Regarding Certain Matters • May 5th, 2003 • Hancock Park Capital Ii Lp • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
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April 22, 2003
Agreement Regarding Certain Matters • May 2nd, 2003 • Norris Charles A • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
April 22, 2003
Agreement Regarding Certain Matters • May 16th, 2003 • Fao Inc • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
April 22, 2003
Agreement Regarding Certain Matters • April 25th, 2003 • Kayne Anderson Capital Advisors Lp • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
April 22, 2003
Agreement Regarding Certain Matters • May 5th, 2003 • Kayne Fred • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
April 22, 2003 Hancock Park Capital II, L.P. 10323 Santa Monica Blvd., Suite 101 Los Angeles, CA 90025 Ladies and Gentlemen: Re: Agreement Regarding Certain Matters Ladies and Gentlemen:
Agreement Regarding Certain Matters • July 17th, 2003 • Fao Inc • Retail-catalog & mail-order houses

In consideration of the purchase by Hancock Park Capital II, L.P. (“Hancock”) of 5,000 shares of FAO, Inc. Class I Convertible Preferred Stock (the “Shares”), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this letter constitutes the following agreement:

Sample 1
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