GLOBAL PLAYSTATION®3 FORMAT
 LICENSED PUBLISHER AGREEMENT
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TABLE OF CONTENTS
 SECTION:
    
    PAGE:1.
    
    DEFINITION OF TERMS
    
    
    22.
    
    LICENSE
    
    
    43.
    
    DEVELOPMENT AND DISTRIBUTION OF LICENSED PRODUCTS
    
    
    54.
    
    ONLINE GAMEPLAY
    
    
    75.
    
    LIMITATIONS ON LICENSES; RESERVATION OF RIGHTS
    
    
    76.
    
    QUALITY STANDARDS FOR LICENSED PRODUCTS
    
    
    77.
    
    MANUFACTURE OF DISC PRODUCTS
    
    
    108.
    
    MARKETING OF LICENSED PRODUCTS
    
    
    129.
    
    PAYMENTS
    
    
    1310.
    
    REPRESENTATIONS AND WARRANTIES
    
    
    1611.
    
    INDEMNITIES; LIMITED LIABILITY
    
    
    1612.
    
    INFRINGEMENT OF SCE INTELLECTUAL PROPERTY RIGHTS BY THIRD
PARTIES
    
    
    1813.
    
    CONFIDENTIALITY
    
    
    1914.
    
    TERM RENEWAL AND TERMINATION
    
    
    2315.
    
    EFFECT OF EXPIRATION OR TERMINATION
    
    
    2516.
    
    MISCELLANEOUS PROVISIONS
    
    
    26
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GLOBAL PLAYSTATION® 3 FORMAT
LICENSED PUBLISHER AGREEMENT
 Global PlayStation®3 Format Licensed Publisher Agreement
     1. Definition of Terms.
 1.1
 1.2
 1.3
 1.4
 1.5
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1.6
 1.7
 1.8
 1.9
 1.10
 1.11
 1.12
 1.13
 1.14
 1.15
 1.16
 1.17
 1.18
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1.19
 1.20
 1.21
 1.22
 1.23
 1.24
 1.25
 1.26
 1.27
 1.28
 1.29
 1.30
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1.31
 1.32
 1.33
 1.34
 1.35
 2. License.
 2.1 License Grant . ®
 2.2 Separate PlayStation Agreements .
 3. Development and Distribution of Licensed
Products.
 3.1 Right to Develop .
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3.2 Subcontractors .
 3.3 Form of Distribution . ®
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3.4 Distribution Channels for Disc Products .
 4. Online Gameplay.
 4.1 Access to and Maintenance of Online
Gameplay.
 4.2 Publisher Online Designee.
 4.3 Online Legal Compliance.
 4.4 Publisher Liability for Online
Gameplay.
 5. Limitations on Licenses; Reservation of
Rights.
 5.1 Application of Council Directive
91/250/EEC .
 5.2 Reverse Engineering Prohibited .
 5.3 Limitation on Creation of Derivative
Works .
 5.4 Limitation on Examination and Study of
Tools .
 
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5.5 Limitations Regarding Content of Licensed
Products .
 5.6 Reservation of SCE Companys Rights .
 5.6.1 Limitations on Use of SCE Materials and
SCE Intellectual Property Rights
 5.6.2 Ownership and Protection of SCE
Materials and SCE Intellectual Property Rights .
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5.6.3 Authentication .
 5.7 Acknowledgment of Publishers Ownership
Rights .
 5.8 Guidelines Requirement .
 6. Quality Standards for Licensed Products.
 6.1 Product Assessment, Format Quality
Assurance and Printed and Advertising Materials . ®
 6.2 Rating Requirements .
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6.3 Compatibility of Licensed Products with
Peripherals .
 6.4 Publishers Additional Quality Assurance
Obligations .
 7. Manufacture of Disc Products
 7.1 Manufacture of Units .
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7.2 Designated Manufacturing Facilities .
 7.3 Creation of Master PlayStation 3 Format
Disc .
 7.4 Manufacture of Printed Materials by
Designated Manufacturing Facility .
 7.5 Manufacture of Printed Materials by
Alternate Source .
 7.6 Manufacture of Packaging by Designated
Manufacturing Facility .
 7.7 Assembly Services.
 
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7.8 Orders and Delivery .
 7.8.1 Orders .
 7.8.2 General Terms .
 7.9 Delivery of Disc Products .
 7.10 Ownership of Original Master Discs .
 8. Marketing of Licensed Products.
 8.1 Marketing Generally .
 8.2 Samples .
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8.3 Marketing Programs .
 8.4 PlayStation Website .
 8.5 Demonstration Disc Programs .
 8.6 Contests and Sweepstakes of Publisher .
 9. Payments.
 9.1 Payments for Licensed Products
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9.2 Payment for Units of Disc Products .
 9.3 Credit Terms .
 9.4 Charges and Deductions .
 9.5 General Terms .
 10. Representations and Warranties.
 10.1 Representations and Warranties of SCE
Company .
 
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10.2 Representations and Warranties of
Publisher .
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11. Indemnities; Limited Liability.
 11.1 Indemnification by SCE
Company .
 11.2 Indemnification By Publisher .
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11.3 LIMITATIONS OF
LIABILITY .
 11.3.1 SCE Limitation of Liability for
Financial Losses.
 11.3.2 SCE Limitation of Liability for
Other Consequential Losses.
 11.3.3 SCE Limitation of Liability for
Representations.
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11.3.4 SCE Limitation of Liability for SCE
Materials and Publishers Materials.
 11.3.5 SCE Limitation of Financial
Liability.
 11.3.6 Publisher Limitation of Liability.
 11.3.7 Disclaimer of Warranty.
 11.3.8 Law Applicable to Liabilities.
 12. Infringement of SCE Intellectual Property
Rights By Third Parties.
  
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13. Confidentiality.
 13.1 SCE Confidential Information.
 13.1.1 Definition of SCE Confidential Information.
      13.1.2 Term of Protection of the SCE
Confidential Information.
 13.1.3 Preservation of SCE
Confidential Information.
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13.1.4 Exceptions.
      13.1.5 No Obligation to License.
 13.1.6 Publishers Obligations Upon
Unauthorized Disclosure.
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13.2 Publishers Confidential Information.
 13.2.1 Definition of Publishers
Confidential Information.
     13.2.2 Term of Protection of Publishers
Confidential Information.
 13.2.3 Preservation of Confidential
Information of Publisher.
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13.2.4 Exceptions.
       13.2.5 SCE Companys Obligations Upon
Unauthorized Disclosure.
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13.3 Confidentiality of Agreement.
     14. Term Renewal and Termination.
 14.1 Term Renewal.
 14.2 Termination by SCE Company.
      
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14.3 Product-by-Product Termination.
 14.4 Options in Lieu of Termination.
 
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14.5 No Refunds.
 15. Effect of Expiration or Termination.
 15.1 Inventory Statement.
 15.2 Reversion of Rights.
 15.3 Disposal of Unsold Units Upon
Termination.
 15.4 Disposal of Unsold Units Upon
Non-Renewal.
 
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15.5 Return of the SCE Materials and the SCE
Confidential Information.
 15.6 Extension of this Agreement;
Termination Without Prejudice.
 16. Miscellaneous Provisions.
 16.1 Notices.
 16.2 Audit Provisions.
 
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[ ******* ]
 16.3 Force Majeure.
 16.4 No Agency, Partnership or Joint
Venture.
 16.5 Assignment.
 
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16.6 Non-solicitation.
 16.7 Compliance with Applicable Laws.
 16.8 Legal Costs and Expenses.
 16.9 Remedies.
 
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[    *******]
 16.10 Severability.
 16.11 Sections Surviving Expiration or
Termination.
 16.12 Waiver.
 16.13 Modification and Amendment.
 16.14 Interpretation.
 16.15 Integration.
 
 *
    
    Information has been omitted from this document and filed separately with the SEC under a
request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange
Act of 1934, as amended.
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16.16 Counterparts.
 16.17 Construction.
 THIS AGREEMENT HAS BEEN ENTERED INTO ON THE DATE STATED AT THE
BEGINNING OF IT.
 SONY COMPUTER ENTERTAINMENT
AMERICA INC.
    
    
    
    MIDWAY HOME ENTERTAINMENT INC.By:
    
    /s/ Jack Tretton
    
    
    
    By:
    
    /s/ Miguel Iribarren
 Print Name:
    
    Jack Tretton
    
    
    
    Print Name:
    
    Miguel Iribarren
 Title:
    
    President and CEO
    
    
    
    Title:
    
    SVP-PublishingDate:
    
    10/17/08
    
    
    
    Date:
    
    October 3, 2008
 NOT AN AGREEMENT UNTIL
EXECUTED BY BOTH PARTIES
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SONY COMPUTER ENTERTAINMENT AMERICA INC.
 FIRST AMENDED NORTH AMERICAN TERRITORY RIDER TO THE GLOBAL
PLAYSTATION3 FORMAT LICENSED PUBLISHER AGREEMENT
 First Amended North American Territory Rider to the Global PlayStation® 3
Format Licensed Publisher Agreement st
 1. Incorporation
  2. Definitions
   3. Territory
  (1)
    
    The United States of America and its territories and possessions;(2)
    
    Canada: and(3)
    
    Mexico.
   4. Royalties Applicable to Licensed Products
 A.
    
    Disc Products.
 (i)
Initial Orders.
 
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    Information has been omitted from this document and filed separately with the SEC under a
request for confidential treatment Pursuant to Rule 24b-2 under the Securities Exchange
Act of 1934, as amended.




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(ii) Reorders and Other Programs .
 (iii) Third Party Publisher Demo Disc Program Royalties.
 Online Products
   Advertising
 5.
Accounting.
 
 *
    
    Information has been omitted from this document and filed separately with the SEC under a
request for confidential treatment Pursuant to Rule 24b-2 under the Securities Exchange
Act of 1934, as amended.




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Additional Regional Terms.
 6.1 Payment Terms.
 6.2 Subpublishing Prohibited.
 6.3 Liquidated Damages.
 6.4 Additional Ground for Termination.
 6.5 Subcontractors.
 7.      Notices.
  For Publisher:
    
    ATTN: PresidentMidway Home Entertaiment Inc.c/o Midway Amsement Games, LLC.2704 West Roscoe StreetChicago, IL 60618with a copy to:
    
    ATTN: SVP, General CounselMidway Games Inc.
 
 *
    
    Information has been omitted
from this document and filed separately with the SEC under a request
for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.




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2704 West Roscoe StreetChicago, IL 60618For SCEA:
    
    ATTN: General CounselSony Computer Entertainment America
Inc.919 East Hillsdale BoulevardFoster City, CA 94404
 8. Governing Law
  9. Dispute Resolution
  ACCEPTED AND AGREED:
 Sony Computer Entertainment America Inc.
    
    
    
    Midway Home Entertainment Inc.By:
Name:
    
    /s/ Jack Tretton

Jack Tretton
    
    
    
    By:
Name:
    
    /s/ Miguel Iribarren
 Miguel
IribarrenTitle:
    
    President & CEO
    
    
    
    Title:
    
    SVP-PublishingDate:
    
    10/17/08
    
    
    
    Date:
    
    October 3, 2008
 
 *
    
    Information has been omitted
from this document and filed separately with the SEC under a request
for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.