|   | Parties |
|--------|---------|

|   | Koch      Media GmbH having its registered office and place of business at      Gewerbegebiet 1, A-6604 Höfen, Austria, hereinafter referred to as “Koch” |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | Supplier      and Koch individually referred to as “Party” and jointly referred to as      “Parties”. |
|--------|-------------------------------------------------------------------------------------------------------------------------------|

|   |   |
|--------|--------|

|   | And |
|--------|-----|

|   | Whereas      Koch wishes to (have) these products distributed in the Territory for the      Term |
|--------|--------------------------------------------------------------------------------------------------|

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| Koch’s      Obligations             | Koch      will distribute the Product during the Term, in the    Territory.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|-------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                      | Koch      ensures to release the Products as per quarters indicated in Appendix 1,      provided that the Products are delivered on time to Koch by Supplier to      ensure such releases. The Products will be considered to be delivered on      time when Supplier has delivered the Products to Koch, latest on the      Wednesday, the week before the release date of this    Product.                                                                                                                                                                                                                                                                                                                                                                                                     |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                                      | Koch      undertakes the task of marketing; of retail promotion and ofpress work for the Supplier's      Products in the Territory.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|                                      | Koch      is obliged to spend MDF costs with a minimum of 10% per Unit of Koch's      trade price, based on Day1 figures as indicated in Appendix 1 for the      Supplier's Products. On request of Supplier Koch will send proofs of the      expenditure. In case this 10% per Unit on the MDF is not spent for any      reason, the Export Price will be increased by 10% per Unit. Koch may shift      marketing funds between Products in order to achieve maximum impact (i.e.      spend more on one title and less on another).                                                                                                                                                                                                                                                          |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                                      | Marketing      plans and assets will be submitted to Supplier before use, as to obtain      prior written approval. In case approval or comments are not communicated      with Koch within a period of 3 working days, the submitted plans and      assets will be deemed to be approved. Koch will ensure there will be      transparency with regard to the marketing efforts in all Territories.      Supplier may request marketing invoices as proof of the spent marketing      budget.                                                                                                                                                                                                                                                                                                   |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                                      | Koch      will undertake its best endeavours to make the sale of the Products      successful.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| Distribution      rights                  | Supplier      grants Koch an exclusive license to distribute the Product in the      Territory for the Term. Koch is not in any case authorized to      sell/distribute (or have sold or have distributed) the Products outside      the Territory. The licence of rights concerning ESD are      non-exclusive.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                                      | Parties      acknowledge and agree that Koch obtains the limited distribution rights as      described above in this section only with regard to Products (to be) sold      as standalone products. The distribution rights relating to the Products      listed in Appendix 1 and 2 are not applicable to any sequels, prequels,      adaptations, add-ons or any other not specifically mentioned derivatives,      and are limited to the mentioned platforms.                                                                                                                                                                                                                                                                                                                                |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| IP      Rights                            | Koch      acknowledges that it has paid no consideration for the IP Rights and that      any and all IP Rights in, and/or pertaining to the commercial exploitation      of the Product are the property of Supplier or Supplier’s Licensors, as      the case may be. Koch further acknowledges that nothing in this Terms      Summary, nor the use by the Koch of any of the IP Rights, shall be      construed as vesting the title to any of the IP Rights in Koch. Koch shall      not register, seek to register or cause to be registered, or otherwise      assert ownership in any of IP Rights including trademarks.      Koch will not have the right to sublicense its rights granted by Supplier      under this Terms Summary without written approval of    Supplier. |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| PC      Fairytale Fights                  | The      release of the Title Fairytale Fights on the PC platform (on ESD and      retail) will be delayed to avoid potential impact of PC piracy on console      sales. The delay between the releases to be communicated to Koch in due      time by Supplier.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| ESD      revenuefor      Koch PC Digital: | 60-40%      profit sharing (60% for Supplier and 40% for KOCH).  KOCH will      have the non-exclusive license regarding ESD rights with 60% of revenues      for Supplier and 40% for KOCH. Revenue will be reported by both Parties on      a quarterly basis. Both Parties are free to take on PC distribution on      ESD      deals at all times. A List of PC games available for ESD is indicated in      appendix 2. Both Parties shall communicate potential ESD deals as soon as      possible to the other Party and in writing to ensure clarity and avoid      redundancy or duplication. Exception:      Supplier’s own ESD portal (www.gamessence.com)      will be exclusive to Supplier with 100% of revenues remaining with      Supplier.                     |

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| Obscure                  | Console      digital distribution on Obscure: The Aftermath regarding PSP on PSN: 30%      of the net revenues collected by Supplier will be due to Koch by Supplier.      Koch will maintain the MG and Day1 as agreed and reflected in Appendix 1.      Supplier will send on a quarterly basis for the Term the official report      from Sony on the console digital activity.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|--------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| Distribution      Margin | All      RRPs shall be kept flexible for best results in open discussion between      Koch and Supplier. Bottom Day1 RRPs mentioned in Appendix 1 will be      considered to be minimum Day1 RRPs (except in case of Sudoku Ball      Detective – which may be reduced to 29.99 Euros as minimum RRP to be      mutually agreed upon between Parties).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|                     | For      example: Fairytale Fights X360 and PS3 Bottom Day1 RRP to be 49.99 euro      minimum with a target of 59.99 euro. For the avoidance of doubt, the      Bottom Day1 RRP is a minimum. Amounts to be paid/due will be calculated on      the basis of actual amounts received.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | The      parties will calculate any buy prices of Koch according to the formula as      laid down in Appendix 1.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | The      MG and MG Amounts relating to a particular title in (a particular part of)      the Territory will only be applicable if this title is not banned in (a      particular part) the Territory. Same applies if in Germany no USK rating      of 18 (or lower) can be obtained.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| Sell      off            | ONLY      With regard to SOR Units: if a specific Product does not generate positive      sales (means sell through less than 20%) for a period of 3 (three)      consecutive months in sum and the Product has been on the market for at      least 12 (twelve) months, Koch is allowed to release this SOR Units of      this Product for a sell-off. Koch has to give prior written notice to the      Supplier. Sell-offs are defined as sales on the basis of a dealer price      under [5€] (five Euro). In these cases the net revenue (after all trade      discounts, bonuses, settlement discounts as well as taking into account      authorised and expected returns as well as returns that have been      received) is split between Koch and the Supplier on a 30/70- basis (thirty      per cent for Koch and seventy per cent for Supplier). |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| Delivery                 | The      Products shall be delivered free of charge:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | -        for the German stock, the Italian stock and the French stock for      Switzerland:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | to      KOCH Media GmbH, Gewerbegebiet, A-6604 Höfen, Austria                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | -           For      the French stock:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|                     | to      SCP Warehouse 39 zone industrielle de Bethune 2, 39 rue des Bethunes,      95000, St Ouen L aumone                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | -  For      the UK stock:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | FXMS      Ltd, Unit B&D                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|                     | Lutyens      Industrial Centre                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|                     | Bilton      Road                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|                     | Basingstoke                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|                     | RG24      8LJ                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|                     | -  For      the Spanish Stock:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|                     | PROEIN,      S.L. / Koch Media S.L                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|                     | Doctor      Severo Ochoa, 37                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |

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|                     | Polígono      Industrial Casablanca 2                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|--------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                     | Edificio      4 – Puerta 4   A                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|                     | 28100      ALCOBENDAS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|                     | MADRID                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                     | SPAIN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | If      fees or expenses to Koch should arise from the delivery of the Products      due to a failure by Supplier, they can be charged back to the      Supplier.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| Payment                  | Supplier      will invoice Koch the COGs amount for the MG number of units. Koch will      pay at least 1 (one) week before Supplier places the manufacturing order      at the manufacturer.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | Supplier      will invoice Koch for the Day1 amount (which is the Day1 units multiplied      by the Export Prices), minus the prepaid COGs. which is payable within 60      (sixty) days after delivery at the warehouse appointed by      Koch,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|                     | With      respect to the SOR units, Koch will pay the number of units sold through      at 60 days after delivery at the warehouse appointed by Koch and every 30      days thereafter. Sold through units to be determined based on official      sell-through reports (GFK and Chart Track data) multiplied by the      appropriate factor to cover the entire market.                                                                                                                                                                                                                                                                                                                                                                                                           |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | In      case of needed price protection (partially or in full) with regard to i)      the SOR Unit part of the Day1, and ii) the MG part of the Day1 only up to      20% of the MG as per Appendix 1, Koch may request a credit note from      Supplier, which will be deducted from the payable amount by Koch to      Supplier upon market information and sales reports, no sooner than 60      (sixty) days after release of the Product in the Territory, unless      otherwise agreed by Supplier in writing in exceptional cases of extremely      poor sell through.                                                                                                                                                                                                       |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| Returns                  | Parties      have agreed that no general returns provision is applicable, except      for  defective units.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | Koch      will have 100% return facility for SOR Units, but only if the Product is      not selling. In case Koch applies for a 100% return credit nota, Koch will      provide the SOR Units to Supplier and will waive its exclusive      distribution rights with regard to this specific  Product.                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| Writedown      Provision | Koch      cannot decrease the Bottom Day1 RRP for a specific Product before 60      (sixty) days after release of this Product. However, Supplier and      Koch agree to come to an understanding in special cases where the Product      is not selling. After 60 (sixty) days from release of this Product,      Parties agree to discuss a decrease of the Bottom Day1 RRP in good faith      and in both Parties best interest based on regular market feedback      provided by Koch.                                                                                                                                                                                                                                                                                    |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                     | The      Parties agree on a price protection of 20% of the purchase price which      will be covered by Supplier in case of overstock issues and when it      becomes necessary. In the event that the price protection applies, and the      amount bases on the 20% of the purchase price as mentioned above under      this section,  does not fully cover Koch’s losses made with      regard to these unsold (not finally sold) Units , Koch may place orders at      Supplier against COGs, as indicated in Appendix 3 only for compensation.      This placement of orders by Koch will be negotiated between Parties, in      evidence of official sell through figures, multiplied by the appropriate      factor and in good faith between both Parties. |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| Defectives               | The      Supplier agrees that defect Units or Units sent back to Koch as defectives      by Koch ́s customers or end users will be reported to the Supplier and upon      instruction will be destroyed at Koch’s expense or returned at Supplier’s      cost. In both cases Supplier will credit Koch the price Koch has      originally been billed for.                                                                                                                                                                                                                                                                                                                                                                                                         |

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| Re-orders                | Koch      can place re-orders with Supplier, but Parties agree that these re-orders      have to be consistent (and not lower) to the minimal manufacturing amount      of units that the manufacturer requires.                                                                                                                                                                                                                                                                                                |
|--------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| Subsequent      period   | an      additional licensing period may be added to the Term, only if and when      explicitly agreed upon by both Parties in writing.                                                                                                                                                                                                                                                                                                                                                                          |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| Marketing      Samples   | Koch      will receive 75 (seventy five) Units per Territory per sku free of charge      from Supplier. Any additional Units to be used as marketing      samples  Koch will be able to receive from Supplier against      COGs, with a maximum of 150 (hundred fifty) Units per Territory. These      Units will under no circumstance be sold as a retail Product by      Koch.                                                                                                                     |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| Standard      coop fees  | unless      the Parties have agreed otherwise the following standard coop fees will      apply: none.                                                                                                                                                                                                                                                                                                                                                                                                           |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| Reporting                | In      the first two months of the launch of any Product, a monthly detailed      sales and marketing reports per Territory will be sent by Koch for the      Territories to Supplier. For the remaining period of the Term, Koch will      provide Supplier with a quarterly detailed salesreport.                                                                                                                                                                                                            |
|                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| Extra      printed parts | In      order to help Koch stock-manage inventory in all countries Supplier agrees      to let Koch repackage stock with different language sleeves. Should the      situation arise that Koch has surplus inventory of a title in one language      version and have a need for this product in another language version,      Supplier agrees to supply Koch extra printed parts at the cost of printing      so that Koch may repackage inventory. Cost for printing and repackaging      are borne by Koch. |

| Ø | Terms      Summary |
|--------|--------------------|

| Ø | General      Distribution Terms & Conditions |
|--------|--------------------------------------------------|

| Ø | General      Delivery and Warehousing Terms |
|--------|---------------------------------------------|

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----

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|   | Assignment:      Koch may not assign the Terms Summary, nor may any of Koch’s      rights  |
|--------|-------------------------------------------------------------------------------------------------------|

|   | hereunder      be assigned or otherwise transferred to any third party, without      Supplier’s prior written consent in each case.  |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------|

|   | Waiver:      No failure or delay by either Party in exercising any right, power, or      remedy under the Terms Summary shall operate as waiver of such right,      power, or remedy. No waiver of any provision of the Terms Summary shall be      effective unless in writing and signed by the Party against whom such      waiver is sought to be enforced. Any waiver by either Party of any      provision of the Terms Summary shall not be construed as a waiver of such      provision respecting any future event of circumstance.  |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | Force      majeure |
|--------|--------------------|

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|   | 1) | KOCH      Media order number (JB number) |
|--------|----|------------------------------------------|

|   | 2) | KOCH      Media article number anddescription |
|--------|----|-----------------------------------------------|

|   | 3) | Number      of items ordered / number of itemsdelivered |
|--------|----|---------------------------------------------------------|

|   | 4) | Number      of parcels |
|--------|----|------------------------|

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|   | · | Every      packaging unit must contain the same number of  products. |
|--------|--------|----------------------------------------------------------------------|

|   | · | A      packaging unit may not exceed the dimensions of 600 x 400 x 300 mm (length      x width x height) and a maximum weight of 25 kg per cardboard      box. |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | Subsequent      deliveries always have to contain the same number of items per packaging      unit as the initial delivery. |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------|

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|  Person,  |  Responsibility |  Telephone |  Fax/Voicemail |
|---------------------|----------------------|-----------------|---------------------|
|                |                 |            |                |
|                |                 |            |                |

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