2. Licensed Songs: A total of 2,500 songs. After this Agreement becomes
effective, Party A shall license Party B to use 1,000 musical products named in
Attachment 1 hereto. In addition, Party B shall have the right to select
additional 1,500 musical products for use from the musical products administered
by Party A as licensed songs (hereinafter referred to as “Additional Songs”)
from time to time according to market demand and the need of the Subscribers.
The parties hereto shall execute a supplemental agreement in writing to define
the scope of these Additional Songs. A list of licensed songs attached hereto as
an attachment shall be an integral part of this Agreement and shall take effect
after it is affixed with the across perforation seal of Party A.

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1.1.2 The Licensor shall have the sole and exclusive ownership of the Copyright, including all improvements, updates, derivative products and intellectual property rights thereof, whether such improvements, updates, derivative products and intellectual property rights are made by the Licensor or the Licensee. The rights and obligations under this paragraph shall survive the termination of this Agreement.
1.2 Scope
1.2.1 The right to use the Copyright granted by the Licensor to the Licensee is effective only for the business operation of the Websites by the Licensee. The Licensee agrees that it will not use, or authorize any use, directly or indirectly, of the Copyright on any other website or media, unless otherwise provided for in this Agreement.
1.2.2 The right to use the Copyright granted by the Licensor to the Licensee is effective only in the PRC. The Licensee agrees not to use or authorize any use of the Copyright, directly or indirectly, in any other region.
1.2.3 The Licensor shall not license a third party to use the Copyright without the consent of the Licensee.

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5. New Patents, Trademarks and Copyrights. Borrower represents and warrants that the Patents, Trademarks, and Copyrights listed on Schedules A, B, and C, include all of the patents, patent applications, trademark registrations, trademark applications, service marks registrations, service mark applications, registered copyrights and copyright applications, now owned or held by Borrower. If, prior to the termination of this Agreement, Borrower shall (i) create or obtain rights to any new patents, trademarks, trademark registrations, trademark applications, trade names, trade styles, service marks, service marks registrations, or service mark applications, or (ii) become entitled to the benefit of any patent, trademark, trademark registration, trademark application, trade name, trade style, service mark, service mark registration, service mark application, the provisions of Section 1 above shall automatically apply thereto and Borrower shall give the Agent prompt written notice thereof. Borrower hereby authorizes the Agent to modify this Agreement by (a) amending Schedules A, B, and/or C, as the case may be, to include any future patents, trademark registrations, trademark applications, service mark registrations, service mark applications, registered copyrights and copyright applications that are Patents, Trademarks or Copyrights under Section 1 above, or under this Section 5 (whether or not any such notice from Borrower has been sent or received), and (b) filing, in addition to and not in substitution for this Agreement, a supplement or addendum to this Agreement containing on Schedule B therein, as the case may be, such registered trademarks, trademark applications, service marks, registered service marks and service mark applications that are Trademarks under Section 1 above or this Section 5 and to take any action the Agent otherwise deems appropriate to perfect or maintain the rights and interest of the Agent, for the benefit of the Lender, under this Agreement with respect to such Patents, Trademarks and Copyrights.

6. Nature and Continuation of Security Interest; Notice to Third Parties. This Agreement has the effect of giving third parties notice of the Agent’s Security Interest in Borrower’s Patents, Trademarks and Copyrights. This Agreement is made for collateral security purposes only. This Agreement shall create a continuing security interest in the Patents, Trademarks and Copyrights and shall remain in full force and effect until the liabilities and Obligations of the Borrower to the Lenders have been paid in full, including all obligations under the Purchase Agreement and the Transaction Documents (as defined in the Purchase Agreement).
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2. Debtor hereby confirms its previous grant to Secured Party under the Loan Agreement and the Exim Agreement, and any related agreements, of the Security Interest in all of Debtor’s property and other assets of every kind and nature, and does hereby grant to Secured Party, a continuing first-priority security interest on all of Debtor’s right, title, and interest in, to and under the property described in Schedule I, whether presently existing or hereafter created or acquired (collectively, the “Intellectual Property Collateral”).
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AGREEMENT dated as of December 12, 2005, by and between Mark Clausen and Gina Davidson located at +++ (collectively “Owner”) and Blood and Bones Productions, Inc. a California corporation, its successors and/or assigns with offices at 5670 Wilshire Boulevard, Suite 1690, Los Angeles, CA 90036 herein referred to as the (“Purchaser”).

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1. Option
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In consideration of the payment by the Purchaser of the sum of One U.S. Dollars ($1.00 USD) (the “Initial Option Payment”), the receipt and sufficiency of which are hereby acknowledged, the Owner hereby grants to the Purchaser an irrevocable and exclusive option, for a period of One (1) year commencing, on the date hereof (the ‘Initial Option Period”) to purchase all of the Rights (as such term is defined in 3(a)(ii) below) in and to the Property (as such term is defined in 3(a)(1) below). If the Initial Option Period ends in as Saturday, Sunday or holiday, it will be deemed to end on the close of business in Los Angeles, California on the first succeeding business day. Should Purchaser have commenced Development of the Property prior to the end of the Initial Option period, then the Purchaser the Purchaser shall be entitled to extend the Option for a further period of twelve (12) months (the “Second Option Period”), commencing on the date of expiration of the Initial Option Period for the payment of Five Thousand US Dollars ($5,000.00), such payment to be paid prior to the date of expiration of the Initial Option Period and to be credit against the Purchase Price under 2 (b) below.
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Gentlemen:

Reference is hereby made to the agreement (“Agreement”) dated as of December 11, 2003, between WALT DISNEY PICTURES (“WDP”) and PLATINUM STUDIOS LLC (“Owner”) for WDP’s option to acquire all right, title and interest in and to the unpublished graphic novel written and owned by Owner entitled “UNIQUE” (formerly entitled “JAUNT”) in connection with a possible Motion Picture based thereon tentatively entitled “UNIQUE” (the “Picture”).

WDP shall have no obligation to perform pursuant to this side letter (“Side Letter”) unless and until: (i) WDP receives an executed original of this Side Letter and the Agreement, in form and substance acceptable to WDP and (ii) the Conditions Precedent set forth in Paragraph 1 of the Agreement have been satisfied.

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2. Reference is made to Paragraph 3.1.c. of the Agreement, which is hereby deleted in its entirety and replaced with the following new Paragraph 3.1.c.:

“c. Television Series.

(i) If either: (A) 25,000 or more units of the Property are sold as a graphic novel (provided that Owner submits documentation substantiating such amount in form and substance acceptable to WDP in its sole discretion) prior to commencement of principal photography of the Picture or (B) the Property is listed among the top 200 titles on ICv2′s Top 300 Comics Actual Index (www.lcv2.com) during any month prior to the commencement of principal photography of the Picture, and the Picture is produced and released as a feature-length Theatrical Motion Picture, then the following royalties are payable for each episode of a television series based upon the Picture, as produced for a particular broadcast season:
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The following terms, and all exhibits attached hereto (all of which are made a part hereof and incorporated herein by this reference), constitute the agreement (“Agreement”) between Platinum Studios, LLC, a California limited liability company (“Owner”) and Escape Artists Productions, LLC (“Company”), with respect to the unpublished comic book series and related literary materials (except for publication of a comic book “Ashcan Mini Comic” in May of 1997]) entitled “Cowboys and Aliens” (“Work”), created by Scott Mitchell Rosenberg (“Author”), and owned by Owner, and registered for copyright in the United States Copyright Office by Platinum Studios as the copyright claimant on May 19,1997, Entry No. VAU-349-417 and registered for Trademark in the United States Office of Patents and Trademarks on February 24, 1998, as Entry No.2139278.

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2. PROPERTY. As used herein, the term Property shall mean all right, title and interest of every kind and nature in and to the Work whenever created, subject only to Section 10 below, including all past, present and future issues of the Work and all related treatments and intellectual property, and including without limitation all past, present and future copyrights, trademarks (subject only to Section 10 below), trade names, service marks, logos (and other marks and indicia of the Property) and other intellectual property rights or other rights of any kind relating thereto, whether now known or hereafter devised, and any renewals, extensions, restorations or resuscitations thereof, including without limitation all of the following:

2.1 Characters. Any and all characters (“Characters”) contained in the Work, excluding only any “Excluded Characters”, as defined in Section 10.1.2 hereinbelow. Owner represents and agrees that as of the date of signature of this Agreement there are no Excluded Characters except for the so called “Grays” as defined in Section 10.1.2 below. Owner further represents and agrees that none of the characters in the screenplay by Thompson Evans dated July 34, 2002 are “Excluded Characters” except for the so called “Grays”;

2.2 Individual Storylines. All plots, storylines, scenes, settings, incidents, titles, themes, contents, characterizations, dialogue, scenarios, special effects, translations, adaptations and other elements (including, without limitation, visual elements) created, described and/or appearing in the Work

2.3 Underlying Materials. All literary, dramatic or other material or copyrighted works of any nature on which the Work (i.e., the characters, themes, settings and stories) is directly based or derived from (a complete list of the currently existing materials comprising the Work is set forth in Schedule 1 and incorporated herein by this reference) subject to the limitations and reservation of rights set forth in Section 10.1.2;

2.4 Other Material. All literary, dramatic or other material or copyrighted works of any nature based on or derived from the Work; and

2.5 Documents: All contracts, agreements, assignments and instruments of every kind and character under which Owner may have heretofore acquired or may hereafter acquire any right, title or interest in or to the Work (a complete list of such currently existing documents is set forth in Schedule 2 and incorporated herein by this reference).

3. OPTION. Owner hereby grants to Company the sole, irrevocable and exclusive option (“Option”) to acquire from Owner, forever and throughout the universe and in any and all languages, the Rights (as defined in Section 8 below) in and to the Property.
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1. ASSIGNMENT

(a) The Seller assigns to the Buyer the entire copyright whether vested
contingent or future in the Work and all rights of action and all other rights
of whatever nature in and to the Work whether now known or in the future created
to which the Seller is now or may at any time after the date of this Agreement
be entitled by virtue of or pursuant to any of the laws in force in any part of
the world, to hold the same to the Buyer its successors and assignees absolutely
for the whole period of such rights for the time being capable of being assigned
by the Seller together with any and all renewals revivals reversions and
extensions throughout the world.

(b) The Seller undertakes to do any and all acts and execute any and all
documents in such manner and at such locations as may be required by the Buyer
in its sole discretion in order to protect perfect or enforce any of the rights
granted or confirmed to the Buyer pursuant to this Agreement. As security for
the performance by the Seller of the Seller’s obligations under this Agreement
if the Seller shall have failed following 14 days notice from the Buyer to
execute any document or perform any act required pursuant to this Agreement the
Buyer shall have the right to do so in the place and stead of the Seller as the
lawfully appointed attorney of the Seller and the Seller undertakes and warrants
that the Seller shall confirm and ratify and be bound by any and all of the
actions of the Buyer pursuant to this Clause and such authority and appointment
shall constitute a power coupled with an interest and will be irrevocable.

2 REMUNERATION

The Buyer undertakes to pay to the Seller the sum of $40,000 USD subject to and
conditional upon the full complete and timely performance and observance by the
Seller of all the Seller’s undertakings and warranties under this Agreement
(insert remuneration details):
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