exv10w4





Exhibit 10.4



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of September 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled ANTARCTICA
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (‘Term”). The theatrical release date is anticipated to
be November 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$274,658 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$96,130) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$109,863) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$41,199) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$27,466) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in  and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the
United States, and REGENT shall be deemed to be the sole author there of in all territories and for
all purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work
made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be
interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this
Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The
parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such
award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 






4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled ART OF BEING
STRAIGHT (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$256,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$89,775) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$102,600) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$38,475) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$25,650) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person or
entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the United
States, and REGENT shall be deemed to be the sole author there of in all territories and for all
purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 







4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled BLACK RAIN
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$242,843 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$84,995) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$97,137) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$36,426) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$24,284) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement:  REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the
Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE further
acknowledges that all results and proceeds of its Consulting Services shall be deemed to be
works-made-for-hire for REGENT within the meaning of the copyright laws of the United States, and
REGENT shall be deemed to be the author there of in all territories and for all purposes. If
under any applicable law the results and proceeds of the Consulting Services (“Rights”) are not
deemed or otherwise considered a work made for hire, then to the fullest extent allowable and for
the full term of protection otherwise accorded to HERE under such applicable law (including any
and all renewals, extensions and revivals thereof), HERE hereby assign and transfer to REGENT, or
its designee, all right, title and interest to the Rights and any other works now or hereafter
created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment:  REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.






3









 







16. Confidentiality:  Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 






4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled BREAKFAST
WITH SCOT (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$213,323 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$74,663) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$85,329) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.





 









 






	 	(c)	 	15% (US$31,998) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,332) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




AGREED TO AND ACCEPTED:




	 	 	 	 	 
	REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 	 	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/
Paul A. Colichman	 	 
	 	Its: 	 	 	 
	 	 	 	 
	 	 



4









 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled BROTHERHOOD V
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$227,250 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$79,538) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$90,900) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$34,088) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$22,725) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11.
Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be







2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12.
Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.







3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except
only as required by a court of law, or on an as needed basis to their business advisors
(i.e. lawyers, accountants), who shall also hold such information in confidence. The terms
of this Agreement are nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the
feature film entitled BROTHERHOOD VI (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE
shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$267,750 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$93,713) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$107,100) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 












	 	(c)	 	15% (US$40,163) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,775) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8.Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13.Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together
shall constitute the Agreement.
Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.






3









 







16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	/s/
Mark Reinhart
 	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	/s/
Paul A. Colichman
 	 
	 	Its: 
	 
	 	 	 
	 




4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled CIAO
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.




2.
Marketing and Consulting Services:




     (a) HERE
shall perform Marketing and Consulting Services (“Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.




3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$243,788 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$85,326) payable no later man two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$97,515) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.





 










 






	 	(c)	 	15% (US$36,568) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$24,379) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7.
No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person or
entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the United
States, and REGENT shall be deemed to be the sole author there of in all territories and for all
purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be interpreted in
accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be




2









 








final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide REGENT
with written notice setting forth such alleged breach or default and REGENT shall not cure the same
within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 






16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart
 	 	 	 
	 	Its: 	 	 	 	 
	 	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 	 
	By:  	/s/
Paul A. Colichman
 	 	 	 
	 	Its: 	 	 	 	 
	 	 	 	 	 
	 	 




4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of June 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled CTHULHU
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
August 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.




	3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$264,965 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:






	 	(a)	 	35% (US$92,738) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$105,986) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$39,745) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,496) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 
	By:

	 	/s/ Mark Reinhart
 

	 	 
	 	 	Its:
	 	 
	 

	 	 

	 	 
	 
	 
	HERE NETWORKS L.L.C.	 	 
	 
	 
	By:

	 	/s/ Paul A. Colichman
 

	 	 
	 	 	Its:
	 	 
	 

	 	 

	 	 







4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled
DEATH AMONG FRIENDS (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$267,750 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$93,713) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$107,100) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.





 









 






	 	(c)	 	15% (US$40,163) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,775) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart
 	 	 
	 	Its: 
	 	 
	 		 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/
Paul A. Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 



4









 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled DREAM BOY
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$238,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$83,475) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$95,400) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$35,775) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$23,850) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the
United States, and REGENT shall be deemed to be the sole author there of in all territories and
for all purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition; distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/
Paul A. Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 
	 




4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of May 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled HOLDING
TREVOR (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be July 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$287,000 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$100,450) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$114,800) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$43,050) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$28,700) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5, REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its
obligations hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be
interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located in
the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit of
any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential,
except only as required by a court of law, or on an as needed basis to their business
advisors (i.e. lawyers, accountants), who shall also hold such information in
confidence. The terms of this Agreement are nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 






4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of March 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled HOUSE OF
USHER (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be May 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$264,625 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$92,619) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$105,850) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$39,694) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,463) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential,
except only as required by a court of law, or on an as needed basis to their business
advisors (i.e. lawyers, accountants), who shall also hold such information in
confidence. The terms of this Agreement are nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 







4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of September 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled I CAN’T THINK
STRAIGHT (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be November 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.





	2.	 	Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$213,075 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$74,576) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$85,230) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$31,961) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,308) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be



2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.



3









 






16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/ Mark Reinhart
	 	 
	 	Its: 
	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman
 	 	 
	 	Its: 
	 	 
	 	 	 	 



4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled ICE BLUES
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated
to be October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.





	2.	 	Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$211,793 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$74,127) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$84,717) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$31,769) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,179) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be



2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement: Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.



3









 






16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/ Mark Reinhart
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of March 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled KISS ME
DEADLY (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be May 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$269,802 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$94,431) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$107,921) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$40,470) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,980) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person or
entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the United
States, and REGENT shall be deemed to be the sole author there of in all territories and for all
purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that
HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be
interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be




2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	/s/
Mark Reinhart
 	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	/s/
Paul A. Colichman
 	 
	 	Its: 
	 
	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled MY GAY
CHRISTIAN BABY f/k/a Misconceptions (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (‘Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$249,750 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$87,413) payable no later than two (2) months prior to
the Theatrical Release Date of the film.




 









 






	 	(b)	 	40% (US$99,900) payable no later than one (1) month prior to the
Theatrical Release Date of the Film.
	 
	 	(c)	 	15% (US$37,463) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$24,975) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person or
entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the United
States, and REGENT shall be deemed to be the sole author there of in all territories and for all
purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable




2









 







attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide REGENT
with written notice setting forth such alleged breach or default and REGENT shall not cure the same
within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	
/s/ Mark Reinhart	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	
/s/ Paul A. Colichman	 
	 	Its: 
	 
	 	 	 
	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of May 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled
MURDER.COM (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be July 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$301,413 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$105,495) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$120,565) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$45,212) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$30,141) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be







2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of such
provision and of this Agreement shall continue in full force and effect.







3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of May 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled NO REGRET
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be July 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$429,845 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$150,446) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$171,938) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$64,477) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$42,985) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its
obligations hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds Engagement: REGENT shall own and HERE hereby assign to REGENT all
rights and interests of every nature, kind and character in and to the results and proceeds of the
Consulting Services hereunder. All plans, materials, works, writings and output which are created,
prepared or submitted by HERE in connection with the Services hereunder shall automatically become
REGENT’s property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall be deemed to
be works-made-for-hire for REGENT within the meaning of the copyright laws of the United States,
and REGENT shall be deemed to be the sole author there of in all territories and for all purposes.
If under any applicable law the results and proceeds of the Consulting Services (“Rights”) are not
deemed or otherwise considered a work made for hire, then to the fullest extent allowable and for
the full term of protection otherwise accorded to HERE under such applicable law (including any
and all renewals, extensions and revivals thereof), HERE hereby assign and transfer to REGENT, or
its designee, all right, title and interest to the Rights and any other works now or hereafter
created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be






2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.







3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 

	 	 
	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of May 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled ON THE OTHER
HAND OF DEATH (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be July 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$283,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$99,225) payable no later than two (2) months prior to
the Theatrical Release Date of the film.




 









 






	 	(b)	 	40% (US$113,400) payable no later than one (1) month prior to the Theatrical
Release Date of the Film.
	 
	 	(c)	 	15% (US$42,525) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$28,350) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be
interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction
of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this
Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such
award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable





2









 







attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award shall be
final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.



3









 








16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/
Paul A Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 



4








 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of April 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled POLAR
OPPOSITES (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be June 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$269,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$94,325) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$107,800) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$40,425) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,950) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/
Paul A. Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 




4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900

New York, NY 10036




As of July 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled QUEEN RAQUELA
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
September 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$381,465 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$133,513) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$152,586) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$57,220) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$38,147) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of the
United States, and REGENT shall be deemed to be the sole author there of in all territories and for
all purposes. If under any applicable law the results and proceeds of the Consulting Services
(“Rights”) are not deemed or otherwise considered a work
made for hire, then to the fullest extent
allowable and for the full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby assign and transfer
to REGENT, or its designee, all right, title and interest to the Rights and any other works now or
hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11.
Controversies: Any controversy or claim arising out of
or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures
of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled SEX POSITIVE
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$240,450 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$84,158) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$96,180) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$36,068) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$24,045) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of January 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled SHELTER
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be March 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$220,892 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$77,312) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$88,357) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$33,134) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$22,089) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this
Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The
parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the Agreement.
Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except
only as required by a court of law, or on an as needed basis to their business advisors
(i.e. lawyers, accountants), who shall also hold such information in confidence. The terms
of this Agreement are nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 






4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of April 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled SOLAR FLARE
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall
commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
June 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$259,752 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$90,913) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$103,901) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$38,963) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$25,975) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11.
Controversies: Any controversy or claim arising out of
or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures
of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and
perform any award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the prevailing party in
such arbitration and/or confirmation proceeding shall be entitled to recover its reasonable
attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/  Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/  Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 







4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled TRU LOVED
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (‘Term”). The theatrical release date is anticipated to
be October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$226,890 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$79,412) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$90,756) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$34,034) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$22,689) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall
be obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations
hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights or
delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and any
other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the State of
California applicable to agreements entered into and to be wholly performed in California. The
parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located in
the County of Los Angeles, State of California.



11.
Controversies: Any controversy or claim arising
out of or in relation to this Agreement or the
validity, construction or performance of this Agreement, or the breach thereof, shall be resolved
by arbitration in accordance with the rules and procedures of the American Arbitration Association
(AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with entertainment
law. The parties shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any award rendered
in any arbitration conducted pursuant hereto, that any court having jurisdiction thereof may issue
a judgment based upon such award and that the prevailing party in such arbitration and/or
confirmation proceeding shall be entitled to recover its reasonable attorneys’ fees and expenses.
The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/ Mark Reinhart
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 




4









 








Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of July 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled URGENCY
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be September 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature film as
requested by REGENT, including but not limited to the following: supervision of the creation
and distribution of so called “behind the scenes” featurettes, pod cast and vidcasts promoting
the
release of the Film. This shall include but not be limited to writing marketing plans;
strategizing
with REGENT, filmmakers and producers, as needed, providing feedback on public relations
(“PR”), marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$314,755 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$110,164) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$125,902) payable no later than one (1) month prior to
the Theatrical
Release Date of the Film.




 









 






	 	(c)	 	15% (US$47,213) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$31,476) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that:
HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such
award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement: Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability:If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.






3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 
	 	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of January 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled VIVERE
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be March 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.





	2.	 	Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$311,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$109,025) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$124,600) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$46,725) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$31,150) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The
parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be



2









 








final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 





16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 
	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman	 	 
	 	Its: 
	 	 
	 	 	 	 



4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled WATERCOLORS
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (‘Term”). The theatrical release date is anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$261,000 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$91,350) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$104,400) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$39,150) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$26,100) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and
interest to the Rights and any
other works now or hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that:
HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be
interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11.
Controversies: Any controversy or claim arising out of
or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the prevailing party in
such arbitration and/or confirmation proceeding shall be entitled to recover its reasonable
attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award shall be



2









 








final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 





16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 
	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman
 	 	 
	 	Its: 
	 	 
	 	 	 	 
	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of September 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled THE WORLD
UNSEEN (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
November 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$237,825 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$83,239) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$95,130) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$35,674) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$23,783) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be




2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	
/s/ Mark Reinhart	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	
/s/ Paul A. Colichman
 	 
	 	Its: 

	 	 	 
	 






4











 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of December 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled $9.99
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
February 01, 2009 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$173,250 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$60,638) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$69,300) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$25,988) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,325) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the
meaning of the copyright loss of the United
States, and REGENT shall be deemed to be the sole author there of in
all for all territories and purposes. If
under any applicable law the results and proceeds of the Consulting Services (“Rights”) are not
deemed or otherwise considered a work made for hire, then to the fullest extent allowable and for
the full term of protection otherwise accorded to HERE under such applicable law (including any
and all renewals, extensions and revivals thereof), HERE hereby assign and transfer to REGENT, or
its designee, all right, title and interest to the Rights and any other works now or hereafter
created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into
this Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be




2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall determine
in its sole discretion. HERE shall not, without the prior written permission of REGENT, have
the right to assign this Agreement or any rights hereunder except to its affiliates,
subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 







16.
Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	
/s/ Mark Reinhart
 	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	
/s/ Paul A. Colichman	 
	 	Its: 

	 	 	 
	 





4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of August 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled BLUE TOOTH
VIRGIN (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$137,250 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$48,038) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$54,900) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$20,588) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$13,725) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into
this Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable attorneys’
fees and expenses. The arbitration will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of September 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled EICHMANN
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
November 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$211,500 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$74,025) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$84,600) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$31,725) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,150) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its
obligations hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into
this Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be




2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of such
provision
and of this Agreement shall continue in full force and effect.




3









 







16 Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled ELEVEN
MINUTES (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
December 01, 2008 (‘Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$167,850 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$58,748) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$67,140) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$25,178) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$16,785) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies; In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement: Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled EVERYTHING
YOU WANTED TO KNOW (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$210,960 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$73,836) payable no later than two (2) months prior to
the Theatrical Release Date of the film.




 









 






	 	(b)	 	40% (US$84,384) payable no later than one (1) month prior to the Theatrical
Release Date of the Film.
	 
	 	(c)	 	15% (US$31,644) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,096) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and any
other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable





2









 







attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award shall be
final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled FALL OF
HYPERION (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$195,750 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$68,513) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$78,300) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$29,363) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$19,575) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its
obligations hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter
into this Agreement; HERE is not subject to any conflicting obligation or disability which will or
might prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of
the State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 
Here!
Networks
 1500 Broadway,
Suite 1900
 New York, NY
10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled FASHION
VICTIM a/k/a MURDER IN FASHION (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated
to be October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$170,640 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$59,724) payable no later than two (2) months prior to
the Theatrical Release Date of the film.




 









 






	 	(b)	 	40% (US$68,256) payable no later than one (1) month prior to the Theatrical
Release Date of the Film.
	 
	 	(c)	 	15% (US$25,596) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,064) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in California.
The parties hereby consent to the exclusive jurisdiction of the courts (State and Federal) located
in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this Agreement
or the validity, construction or performance of this Agreement, or the breach thereof, shall be
resolved by arbitration in accordance with the rules and procedures of the American Arbitration
Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator familiar with
entertainment law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in such
arbitration and/or confirmation proceeding shall be entitled to recover its reasonable


2









 






attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award shall be
final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its
sole discretion. HERE shall not, without the prior written permission of REGENT, have the
right to assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in reliance
on any such representation or promise. Nothing herein contained shall be construed so as to require
the commission of any act contrary to law, and if there is any conflict between any provision of
this Agreement and any present or future statute, law, ordinance, regulation or provision of any
applicable collective bargaining agreement contrary to which the parties have no legal right to
contract, the latter shall prevail, but in such event, the provision of this Agreement affected
shall be curtailed and limited only to the extent necessary to make it consistent with such legal
requirements or provisions. This Agreement is not a partnership between or joint venture by the
parties hereto and neither party is the agent of the other. This Agreement is not for the benefit
of any third party, whether or not referred to herein. This Agreement may be signed in counterpart,
each of which shall be deemed an original, but all of which together shall constitute the
Agreement. Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of such
provision and of this Agreement shall continue in full force and effect.




3









 








16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 

	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 
Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled HEAT WAVE
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and shall
continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to be
October 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during the
Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$202,343 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$70,820) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$80,937) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$30,351) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$20,234) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material
submitted or supervised by HERE. REGENT shall be deemed to have fully satisfied its
obligations hereunder by paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its
rights or delegate any of its duties or obligations hereunder without the prior permission of
REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter
into this Agreement; HERE is not subject to any conflicting obligation or disability which will or
might prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of
the State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be


2









 






 final, binding and non-appealable. The Parties agree to accept service of process in accordance
with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement by REGENT,
HERE’s sole remedy shall be an action at law for the recovery of money damages, and neither HERE
shall have the right to enjoin or restrain the acquisition, use or the exhibition, distribution,
advertising or exploitation of any film for which HERE have assisted in marketing. Other than
failure to make payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes all prior
negotiations and understandings between the parties relating to the subject matter hereof, and
contains all of the terms, conditions and promises of the parties hereto in the premises. No
modification of any provision hereof shall be valid or binding unless in writing. No officer, or
representative of REGENT has any authority to make any representation or promise not contained in
this Agreement, and HERE expressly agree that neither party has executed this Agreement in
reliance on any such representation or promise. Nothing herein contained shall be construed so as
to require the commission of any act contrary to law, and if there is any conflict between any
provision of this Agreement and any present or future statute, law, ordinance, regulation or
provision of any applicable collective bargaining agreement contrary to which the parties have no
legal right to contract, the latter shall prevail, but in such event, the provision of this
Agreement affected shall be curtailed and limited only to the extent necessary to make it
consistent with such legal requirements or provisions. This Agreement is not a partnership between
or joint venture by the parties hereto and neither party is the agent of the other. This Agreement
is not for the benefit of any third party, whether or not referred to herein. This Agreement may
be signed in counterpart, each of which shall be deemed an original, but all of which together
shall constitute the Agreement, Time is of the essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court of
competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 






4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway, Suite
1900
 New York, NY 10036




As of September 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which Regent Releasing
L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to provide market and consulting
services to REGENT in connection with theatrical release of the feature film entitled INVISIBLE
CHRONICLES (“Film”) on the following terms and conditions.



1.
Term:  The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is anticipated to
be November 01, 2008 (“Theatrical Release Date”). Either party may terminate this Agreement during
the Term upon thirty (30) days written notice.





	2.	 	Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall include, but
not be limited to assisting REGENT in all aspects of marketing of feature film as requested by
REGENT, including but not limited to the following: supervision of the creation and distribution of
so called “behind the scenes” featurettes, pod cast and vidcasts promoting the release of the Film.
This shall include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing “word of mouth”
partners and the development of promotional/strategic partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay HERE a
consulting fee of US$210,960 (“Consulting Fee”) which shall be paid according to the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$73,836) payable no later than two (2) months prior to
the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$84,384) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$31,644) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,096) payable no later than one (1) month after the
Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use any material submitted or
supervised by HERE. REGENT shall be deemed to have fully satisfied its obligations hereunder by
paying the Consulting Fee to HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights
or delegate any of its duties or obligations hereunder without the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby assign to REGENT
all rights and interests of every nature, kind and character in and to the results and proceeds of
the Consulting Services hereunder. All plans, materials, works, writings and output which are
created, prepared or submitted by HERE in connection with the Services hereunder shall
automatically become REGENT’s property, free of any rights or claims by HERE or any other person
or entity. HERE further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws of
the United States, and REGENT shall be deemed to be the sole author there of in all territories
and for all purposes. If under any applicable law the results and proceeds of the Consulting
Services (“Rights”) are not deemed or otherwise considered a work made for hire, then to the
fullest extent allowable and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the Rights and
any other works now or hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that:
HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the laws of the
State of California applicable to agreements entered into and to be wholly performed in
California. The parties hereby consent to the exclusive jurisdiction of the courts (State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach thereof,
shall be resolved by arbitration in accordance with the rules and procedures of the American
Arbitration Association (AAA) under its jurisdiction in Los Angeles before a single arbitrator
familiar with entertainment law. The parties shall have the right to engage in pre-hearing
discovery in connection with such arbitration proceedings. The parties agree that they will abide
by and perform any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the prevailing
party in such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any award
shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for which
HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15.
Severability:  If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 







4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman
 Here!
Networks
 1500 Broadway,
Suite 1900
 New York, NY
10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled JUST SAY LOVE (“Film”) on the following terms and
conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be December 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.





	2.	 	Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$171,000 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$59,850) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$68,400) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 








	 	(c)	 	15% (US$25,650) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,100) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically
become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in Los
Angeles before a single arbitrator familiar with entertainment law. The parties shall
have the right to engage in pre-hearing discovery in connection with such arbitration
proceedings. The parties agree that they will abide by and perform any award rendered
in any arbitration conducted pursuant hereto, that any court having jurisdiction
thereof may issue a judgment based upon such award and that the prevailing party in
such arbitration and/or confirmation proceeding shall be entitled to recover its
reasonable attorneys’ fees and expenses. The arbitration will be held in Los Angeles
and any award shall be




2









 





final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights
or interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior
negotiations and understandings between the parties relating to the subject matter
hereof, and
contains all of the terms, conditions and promises of the parties hereto in the
premises. No
modification of any provision hereof shall be valid or binding unless in writing. No
officer, or
representative of REGENT has any authority to make any representation or promise not
contained in this Agreement, and HERE expressly agree that neither party has executed
this
Agreement in reliance on any such representation or promise. Nothing herein contained
shall be
construed so as to require the commission of any act contrary to law, and if there is
any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance,
regulation or provision of any applicable collective bargaining agreement contrary to
which the
parties have no legal right to contract, the latter shall prevail, but in such event,
the provision of
this Agreement affected shall be curtailed and limited only to the extent necessary
to make it
consistent with such legal requirements or provisions. This Agreement is not a
partnership
between or joint venture by the parties hereto and neither party is the agent of the
other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This
Agreement may be signed in counterpart, each of which shall be deemed an original,
but all of
which together shall constitute the Agreement. Time is of the essence of this
Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision
and of this Agreement shall continue in full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis
to their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.




	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/
Mark Reinhart	 	 
	 	Its: 	 	 	 
	 	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman	 	 
	 	Its: 	 	 	 
	 	 	 	 
	 




4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled LEATHER JACKET LOVE STORY
(“Film”) on the
following terms and conditions.



1.
Term: The term of this Agreement shall commence on the date of this
Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is
anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this
Agreement
during the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$155,250 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$54,338) payable no later than two (2) months
prior to the Theatrical Release Date of the film.





 









 





	 	(b)	 	40% (US$62,100) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.
	 
	 	(c)	 	15% (US$23,288) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$15,525) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated
companies shall be obligated to make any actual use of HERE’s services hereunder, nor
to use any material submitted or supervised by HERE. REGENT shall be deemed to have
fully satisfied its obligations hereunder by paying the Consulting Fee to HERE
expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will
or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the
State of California applicable to agreements entered into and to be wholly performed
in
California. The parties hereby consent to the exclusive jurisdiction of the courts
(State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or
the breach thereof, shall be resolved by arbitration in accordance with the rules
and procedures of the American Arbitration Association (AAA) under its jurisdiction
in Los Angeles before a single arbitrator familiar with entertainment law. The
parties shall have the right to engage in pre-hearing discovery in connection with
such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be
entitled to recover its reasonable





2









 







attorneys’ fees and expenses. The arbitration will be held in Los Angeles and
any award shall be final, binding and non-appealable. The Parties agree to accept
service of process in accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights
hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any
court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision
and of this Agreement shall continue in full force and effect.




3









 







16.
Confidentiality:: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.







	 	 	 	 	 
	AGREED TO AND ACCEPTED:





REGENT RELEASING L.L.C.

 	 
	By:  	 /s/ Mark Reinhart
 	 
	 	Its: 	 	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	 /s/ Paul A. Colichman
 	 
	 	Its: 	 	 
	 	 	 	 
	 





4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of September 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled LITTLE ASHES (“Film”) on the following terms and
conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be November 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$119,115 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$41,690) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$47,646) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$17,867) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$11,912) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies shall be
obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have
fully satisfied its obligations hereunder by paying the Consulting Fee to
HERE expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically
become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which
will or might prevent or interfere with the execution and performance of this
Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance
with the laws of the State of California applicable to agreements entered into and
to be wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or
the breach thereof, shall be resolved by arbitration in accordance with the rules
and procedures of the American Arbitration Association (AAA) under its jurisdiction
in Los Angeles before a single arbitrator familiar with entertainment law. The
parties shall have the right to engage in pre-hearing discovery in connection with
such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be
entitled to recover its reasonable attorneys’ fees and expenses. The arbitration
will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT
shall determine in its sole discretion. HERE shall not, without the prior
written permission of REGENT, have the right to assign this Agreement or any
rights hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement: Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision
and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.







	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 




4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036



As of September 01, 2008



Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled MANUELA Y MANUEL (“Film”) on the following terms and
conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is
anticipated to
be November 01, 2008 (“Theatrical Release Date”). Either party may terminate this
Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee:  In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$171,000 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$59,850) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$68,400) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$25,650) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,100) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties:  HERE represents, warrants and agrees that: HERE is free to
enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will
or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies:  Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or
the breach thereof, shall be resolved by arbitration in accordance with the rules
and procedures of the American Arbitration Association (AAA) under its jurisdiction
in Los Angeles before a single arbitrator familiar with entertainment law. The
parties shall have the right to engage in pre-hearing discovery in connection with
such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be
entitled to recover its reasonable attorneys’ fees and expenses. The arbitration
will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in
its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the
right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies:  In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications:  This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability:  If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.







	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled EDGAR ALLAN POE’S THE PIT AND THE PENDULUM
(“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is
anticipated to be December 01, 2008 (“Theatrical Release Date”). Either party may
terminate this Agreement during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which
shall include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to
pay HERE a
consulting fee of US$218,250 (“Consulting Fee”) which shall be paid according to
the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$76,388) payable no later than two (2)
months prior to the Theatrical Release Date of the film.




 









 












	 	(b)	 	40% (US$87,300) payable no later than one (1)
month prior to the Theatrical Release Date of the Film.
	 
	 	(c)	 	15% (US$32,738) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$21,825) payable no later than one (1)
month after the Theatrical Release Date of the Film.




4.
Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without
the prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in
and to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically
become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services
shall be deemed to be works-made-for-hire for REGENT within the meaning of the
copyright laws of the United States, and REGENT shall be deemed to be the sole
author there of in all territories and for all purposes. If under any applicable
law the results and proceeds of the Consulting Services (“Rights”) are not deemed
or otherwise considered a work made for hire, then to the fullest extent allowable
and for the full term of protection otherwise accorded to HERE under such
applicable law (including any and all renewals, extensions and revivals thereof),
HERE hereby assign and transfer to REGENT, or its designee, all right, title and
interest to the Rights and any other works now or hereafter created containing the
Rights.



9.
Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be interpreted in accordance with
the laws of the State of California applicable to agreements entered into and to
be wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los
Angeles, State of California.



11. Controversies:  Any controversy or claim arising out of or in relation
to this Agreement or the validity, construction or performance of this Agreement,
or the breach thereof, shall be resolved by arbitration in accordance with the
rules and procedures of the American Arbitration Association (AAA) under its
jurisdiction in Los Angeles before a single arbitrator familiar with entertainment
law. The parties shall have the right to engage in pre-hearing discovery in
connection with such arbitration proceedings. The parties agree that they will
abide by and perform any award rendered in any arbitration conducted pursuant
hereto, that any court having jurisdiction thereof may issue a judgment based upon
such award and that the prevailing party in such arbitration and/or confirmation
proceeding shall be entitled to recover its reasonable


2









 






attorneys’ fees and expenses. The arbitration will be held in Los Angeles and any
award shall be final, binding and non-appealable. The Parties agree to accept
service of process in accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights
hereunder except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this
Agreement by REGENT, HERE’s sole remedy shall be an action at law for the recovery
of money damages, and neither HERE shall have the right to enjoin or restrain the
acquisition, use or the exhibition, distribution, advertising or exploitation of
any film for which HERE have assisted in marketing. Other than failure to make
payments to HERE as provided herein, no act or omission of REGENT hereunder shall
constitute an event of default or a breach of this Agreement unless HERE shall
first provide REGENT with written notice setting forth such alleged breach or
default and REGENT shall not cure the same within sixty (60) business days after
the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the
subject matter hereof, and contains all of the terms, conditions and promises of the
parties hereto in the premises. No modification of any provision hereof shall be
valid or binding unless in writing. No officer, or representative of REGENT has any
authority to make any representation or promise not contained in this Agreement, and
HERE expressly agree that neither party has executed this Agreement in reliance on
any such representation or promise. Nothing herein contained shall be construed so
as to require the commission of any act contrary to law, and if there is any
conflict between any provision of this Agreement and any present or future statute,
law, ordinance, regulation or provision of any applicable collective bargaining
agreement contrary to which the parties have no legal right to contract, the latter
shall prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other.
This Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed
an original, but all of which together shall constitute the Agreement. Time is of
the essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its contents are
sensitive in nature and to keep such terms and conditions private and confidential, except only as
required by a court of law, or on an as needed basis to their business advisors (i.e. lawyers,
accountants), who shall also hold such information in confidence. The terms of this Agreement are
nonprecedential and noncitable.







	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 





4









 






Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of July 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled PLAYING WITH FIRE (“Film”) on the following terms and
conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is
anticipated to
be September 01, 2008 (“Theatrical Release Date”). Either party may terminate this
Agreement
during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$202,905 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$71,017) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$81,162) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 












	 	(c)	 	15% (US$30,436) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$20,291) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically
become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this
Agreement; HERE is not subject to any conflicting obligation or disability which will
or might
prevent or interfere with the execution and performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or
the breach thereof, shall be resolved by arbitration in accordance with the rules
and procedures of the American Arbitration Association (AAA) under its jurisdiction
in Los Angeles before a single arbitrator familiar with entertainment law. The
parties shall have the right to engage in pre-hearing discovery in connection with
such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be
entitled to recover its reasonable attorneys’ fees and expenses. The arbitration
will be held in Los Angeles and any award shall be


2









 






final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for which
HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any court
of competent jurisdiction to be invalid, illegal or incapable of being enforced, the
remainder of such provision and of this Agreement shall continue in full force and
effect.




3









 







16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.







	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.

	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 






4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of August 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled SAVING MARRIAGE (“Film”) on the following terms and
conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be October 01, 2008 (“Theatrical Release Date”). Either
party may terminate this Agreement during the Term upon thirty (30) days written
notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a consulting fee of US$161,100 (“Consulting Fee”) which shall be paid according to the
following schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$56,385) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$64,440) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$24,165) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$16,110) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated
companies shall be obligated to make any actual use of HERE’s services hereunder, nor
to use any material submitted or supervised by HERE. REGENT shall be deemed to have
fully satisfied its obligations hereunder by paying the Consulting Fee to HERE
expressly specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9.
Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the
State of California applicable to agreements entered into and to be wholly performed
in
California. The parties hereby consent to the exclusive jurisdiction of the courts
(State and
Federal) located in the County of Los Angeles, State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable attorneys’ fees and expenses. The arbitration will be held
in Los Angeles and any award shall be




2









 




final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest
hereunder, in whole or in part, at any time to any party as REGENT shall determine in
its sole
discretion. HERE shall not, without the prior written permission of REGENT, have the
right to
assign this Agreement or any rights hereunder except to its affiliates, subsidiaries
or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.




3









 




16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.



	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 	 
	By:  	/s/ Mark Reinhart 	 	 
	 	Its: 	 	 	 
	 	 	 	 
	 	 
	HERE NETWORKS L.L.C.

 	 	 
	By:  	/s/ Paul A. Colichman 	 	 
	 	Its: 	 	 	 
	 	 	 	 



4









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled SERBIS (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (‘Term”). The theatrical
release date is anticipated to be December 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$162,000 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$56,700) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$64,800) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$24,300) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$16,200) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof), HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable attorneys’ fees and expenses. The arbitration will be held
in Los Angeles and any award shall be




2









 




final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for which
HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision
and of this Agreement shall continue in full force and effect.






3









 








     16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4












 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled SHAKE HANDS WITH THE DEVIL (“Film”) on the following terms
and conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be December 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3. Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$173,250 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$60,638) payable no later than two (2) months
prior to the Theatrical Release Date of the film.




 









 






	 	(b)	 	40% (US$69,300) payable no later than one (1) month prior to
the Theatrical Release Date of the Film.
	 
	 	(c)	 	15% (US$25,988) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,325) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign
its rights or delegate any of its duties or obligations hereunder without the prior
permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by HERE
in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws
of the United States, and REGENT shall be deemed to be the sole author there of in all
territories and for all purposes. If under any applicable law the results and proceeds
of the Consulting Services (“Rights”) are not deemed or otherwise considered a work
made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and all
renewals, extensions and revivals thereof), HERE hereby assign and transfer to REGENT,
or its designee, all right, title and interest to the Rights and any other works now
or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable




2









 







attorneys’ fees and expenses. The arbitration will be held in Los Angeles and
any award shall be final, binding and non-appealable. The Parties agree to accept
service of process in accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.





3









 







16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such information
in confidence. The terms of this Agreement are nonprecedential and noncitable.




	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 





4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks

1500 Broadway, Suite 1900

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled SONG OF THE SPARROWS
(“Film”) on the following
terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and
shall continue for one (1) year thereafter (“Term”). The theatrical release date is
anticipated to
be December 01, 2008 (“Theatrical Release Date”). Either party may terminate this
Agreement
during the Term upon thirty (30) days written notice.




2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which
shall include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee:  In consideration of HERE’s services, REGENT agrees to
pay HERE a
consulting fee of US$177,750 (“Consulting Fee”) which shall be paid according to
the following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$62,213) payable no later than two (2)
months prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$71,100) payable no later than one (1)
month prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$26,663) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,775) payable no later than one (1)
month after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5.
REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically
become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise
considered a work made for hire, then to the fullest extent allowable and for the
full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof). HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the
Rights and any other works now or hereafter created containing the Rights.



9. Warranties:  HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10.
Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies:  Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or
the breach thereof, shall be resolved by arbitration in accordance with the rules
and procedures of the American Arbitration Association (AAA) under its jurisdiction
in Los Angeles before a single arbitrator familiar with entertainment law. The
parties shall have the right to engage in pre-hearing discovery in connection with
such arbitration proceedings. The parties agree that they will abide by and perform
any award rendered in any arbitration conducted pursuant hereto, that any court
having jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be
entitled to recover its reasonable attorneys’ fees and expenses. The arbitration
will be held in Los Angeles and any award shall be





2









 







final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights
hereunder except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the
acquisition, use or the exhibition, distribution, advertising or exploitation of any
film for which HERE have assisted in marketing. Other than failure to make payments
to HERE as provided herein, no act or omission of REGENT hereunder shall constitute
an event of default or a breach of this Agreement unless HERE shall first provide
REGENT with written notice setting forth such alleged breach or default and REGENT
shall not cure the same within sixty (60) business days after the giving of such
notice.



14. Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent
jurisdiction to be invalid, illegal or incapable of being enforced, the remainder
of such provision
and of this Agreement shall continue in full force and effect.




3









 







16. Confidentiality:  Each party to this Agreement agrees that its contents
are sensitive in nature and to keep such terms and conditions private and confidential,
except only as required by a court of law, or on an as needed basis to their business
advisors (i.e. lawyers, accountants), who shall also hold such information in confidence.
The terms of this Agreement are nonprecedential and noncitable.



	 	 	 	 	 
	AGREED TO AND ACCEPTED:



REGENT RELEASING L.L.C.

 	 
	By:  	 /s/ Mark Reinhart
 	 
	 	Its: 
	 
	 	 	 
	 
	HERE NETWORKS L.L.C.

 	 
	By:  	 /s/ Paul A. Colichman
 	 
	 	Its: 
	 
	 	 	 
	 





4











 





Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled TAXIDERMIA (“Film”) on the following terms and conditions.



1. Term: The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be December 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.



2. Marketing and Consulting Services:




     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee:  In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$171,000 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$59,850) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$68,400) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$25,650) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$17,100) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not assign
its rights or delegate any of its duties or obligations hereunder without the prior
permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by HERE
in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall be
deemed to be works-made-for-hire for REGENT within the meaning of the copyright laws
of the United States, and REGENT shall be deemed to be the sole author there of in all
territories and for all purposes. If under any applicable law the results and proceeds
of the Consulting Services (“Rights”) are not deemed or otherwise considered a work
made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and all
renewals, extensions and revivals thereof), HERE hereby assign and transfer to REGENT,
or its designee, all right, title and interest to the Rights and any other works now
or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free to
enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable attorneys’ fees and expenses. The arbitration will be held
in Los Angeles and any award shall be




2









 




final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12.
Assignment:  REGENT may assign this Agreement or any of its rights
or interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.






3









 







16.
Confidentiality:  Each party to this Agreement agrees that its contents
are sensitive in nature and to keep such terms and conditions private and confidential,
except only as required by a court of law, or on an as needed basis to their business
advisors (i.e. lawyers, accountants), who shall also hold such information in confidence.
The terms of this Agreement are nonprecedential and noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 







4









 








Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman 

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical release
of the feature film entitled THE MAGICIAN (“Film”) on the following terms and
conditions.



1.
Term:  The term of this Agreement shall commence on the date of this
Agreement and shall continue for one (1) year thereafter (“Term”). The theatrical
release date is anticipated to be December 01, 2008 (“Theatrical Release Date”).
Either party may terminate this Agreement during the Term upon thirty (30) days
written notice.



2.
Marketing and Consulting Services: 





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of feature
film as requested by REGENT, including but not limited to the following: supervision
of the creation and distribution of so called “behind the scenes” featurettes, pod
cast and vidcasts promoting the release of the Film. This shall include but not be
limited to writing marketing plans; strategizing with REGENT, filmmakers and
producers, as needed, providing feedback on public relations (“PR”), marketing,
release markets and theater booking strategies, assisting, as needed, in securing
“word of mouth” partners and the development of promotional/strategic partners for
the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$200,250 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$70,088) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$80,100) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$30,038) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$20,025) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated
companies shall be obligated to make any actual use of HERE’s services hereunder, nor
to use any material submitted or supervised by HERE. REGENT shall be deemed to have
fully satisfied its obligations hereunder by paying the Consulting Fee to HERE
expressly specified herein.



7 No Assignment: This Agreement is personal to REGENT and HERE may not assign its rights or delegate any of its duties or obligations hereunder without the prior
permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise
considered a work made for hire, then to the fullest extent allowable and for the
full term of protection otherwise accorded to HERE under such applicable law
(including any and all renewals, extensions and revivals thereof), HERE hereby
assign and transfer to REGENT, or its designee, all right, title and interest to the
Rights and any other works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free
to enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable attorneys’ fees and expenses. The arbitration will be held
in Los Angeles and any award shall be




2









 




final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13.
Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14. Complete Agreement: Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any
such representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or
joint venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15. Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being enforced, the remainder of
such provision and of this Agreement shall continue in full force and effect.




3









 




16. Confidentiality: Each party to this Agreement agrees that its
contents are sensitive in nature and to keep such terms and conditions private and
confidential, except only as required by a court of law, or on an as needed basis to
their business advisors (i.e. lawyers, accountants), who shall also hold such
information in confidence. The terms of this Agreement are nonprecedential and
noncitable.





	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 








4 









 






	 	 	 	 	 



Regent Releasing L.L.C.

10990 Wilshire Blvd., 18th floor

Los Angeles, CA 90024




Mr. Paul Colichman

Here! Networks 

1500 Broadway, Suite 1900 

New York, NY 10036




As of October 01, 2008




Dear Paul:



This letter agreement (“Agreement”) sets forth the terms and conditions upon which
Regent Releasing L.L.C. (“REGENT”) hereby engages Here Networks L.L.C. (“HERE”), to
provide market and consulting services to REGENT in connection with theatrical
release of the feature film entitled TOKYO SONATA (“Film”) on the following terms and
conditions.



1.
Term: The term of this Agreement shall commence on the date of this Agreement and
shall continue for one (1) year thereafter (‘Term”). The theatrical release date is
anticipated to be December 01, 2008 (“Theatrical Release Date”). Either party may
terminate this Agreement during the Term upon thirty (30) days written notice.



2. Marketing and Consulting Services:





     (a) HERE shall perform Marketing and Consulting Services (Services”) which shall
include, but not be limited to assisting REGENT in all aspects of marketing of
feature film as requested by REGENT, including but not limited to the following:
supervision of the creation and distribution of so called “behind the scenes”
featurettes, pod cast and vidcasts promoting the release of the Film. This shall
include but not be limited to writing marketing plans; strategizing with REGENT,
filmmakers and producers, as needed, providing feedback on public relations (“PR”),
marketing, release markets and theater booking strategies, assisting, as needed, in
securing “word of mouth” partners and the development of promotional/strategic
partners for the Film.



     (b) HERE’s Services will be rendered on a non-exclusive basis to REGENT.


3.
Consulting Fee: In consideration of HERE’s services, REGENT agrees to pay
HERE a
consulting fee of US$162,000 (“Consulting Fee”) which shall be paid according to the
following
schedule upon HERE submitting invoices for its services to REGENT:





	 	(a)	 	35% (US$56,700) payable no later than two (2) months
prior to the Theatrical Release Date of the film.
	 
	 	(b)	 	40% (US$64,800) payable no later than one (1) month
prior to the Theatrical Release Date of the Film.




 









 






	 	(c)	 	15% (US$24,300) payable upon Theatrical Release Date of the Film.
	 
	 	(d)	 	10% (US$16,200) payable no later than one (1) month
after the Theatrical Release Date of the Film.




4. Expenses: REGENT will reimburse HERE for reasonable expenses (“Expenses”).



5. REGENT’s Obligations: Neither REGENT nor any of its affiliated companies
shall be obligated to make any actual use of HERE’s services hereunder, nor to use
any material submitted or supervised by HERE. REGENT shall be deemed to have fully
satisfied its obligations hereunder by paying the Consulting Fee to HERE expressly
specified herein.



7. No Assignment: This Agreement is personal to REGENT and HERE may not
assign its rights or delegate any of its duties or obligations hereunder without the
prior permission of REGENT.



8. Ownership of Proceeds of Engagement: REGENT shall own and HERE hereby
assign to REGENT all rights and interests of every nature, kind and character in and
to the results and proceeds of the Consulting Services hereunder. All plans,
materials, works, writings and output which are created, prepared or submitted by
HERE in connection with the Services hereunder shall automatically become REGENT’s
property, free of any rights or claims by HERE or any other person or entity. HERE
further acknowledges that all results and proceeds of its Consulting Services shall
be deemed to be works-made-for-hire for REGENT within the meaning of the copyright
laws of the United States, and REGENT shall be deemed to be the sole author there of
in all territories and for all purposes. If under any applicable law the results and
proceeds of the Consulting Services (“Rights”) are not deemed or otherwise considered
a work made for hire, then to the fullest extent allowable and for the full term of
protection otherwise accorded to HERE under such applicable law (including any and
all renewals, extensions and revivals thereof). HERE hereby assign and transfer to
REGENT, or its designee, all right, title and interest to the Rights and any other
works now or hereafter created containing the Rights.



9. Warranties: HERE represents, warrants and agrees that: HERE is free
to enter into this Agreement; HERE is not subject to any conflicting obligation or
disability which will or might prevent or interfere with the execution and
performance of this Agreement by HERE.



10. Choice of Law: This Agreement will be interpreted in accordance with the
laws of the State of California applicable to agreements entered into and to be
wholly performed in California. The parties hereby consent to the exclusive
jurisdiction of the courts (State and Federal) located in the County of Los Angeles,
State of California.



11. Controversies: Any controversy or claim arising out of or in relation to
this Agreement or the validity, construction or performance of this Agreement, or the
breach thereof, shall be resolved by arbitration in accordance with the rules and
procedures of the American Arbitration Association (AAA) under its jurisdiction in
Los Angeles before a single arbitrator familiar with entertainment law. The parties
shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by and perform any
award rendered in any arbitration conducted pursuant hereto, that any court having
jurisdiction thereof may issue a judgment based upon such award and that the
prevailing party in such arbitration and/or confirmation proceeding shall be entitled
to recover its reasonable attorneys’ fees and expenses. The arbitration will be held
in Los Angeles and any award shall be




2









 




final, binding and non-appealable. The Parties agree to accept service of process in
accordance with AAA Rules.



12. Assignment: REGENT may assign this Agreement or any of its rights or
interest hereunder, in whole or in part, at any time to any party as REGENT shall
determine in its sole discretion. HERE shall not, without the prior written
permission of REGENT, have the right to assign this Agreement or any rights hereunder
except to its affiliates, subsidiaries or licensees.



13. Remedies: In the event of any breach or alleged breach of this Agreement
by REGENT, HERE’s sole remedy shall be an action at law for the recovery of money
damages, and neither HERE shall have the right to enjoin or restrain the acquisition,
use or the exhibition, distribution, advertising or exploitation of any film for
which HERE have assisted in marketing. Other than failure to make payments to HERE as
provided herein, no act or omission of REGENT hereunder shall constitute an event of
default or a breach of this Agreement unless HERE shall first provide REGENT with
written notice setting forth such alleged breach or default and REGENT shall not cure
the same within sixty (60) business days after the giving of such notice.



14.
Complete Agreement; Modifications: This Agreement cancels and supersedes
all prior negotiations and understandings between the parties relating to the subject
matter hereof, and contains all of the terms, conditions and promises of the parties
hereto in the premises. No modification of any provision hereof shall be valid or
binding unless in writing. No officer, or representative of REGENT has any authority
to make any representation or promise not contained in this Agreement, and HERE
expressly agree that neither party has executed this Agreement in reliance on any such
representation or promise. Nothing herein contained shall be construed so as to
require the commission of any act contrary to law, and if there is any conflict
between any provision of this Agreement and any present or future statute, law,
ordinance, regulation or provision of any applicable collective bargaining agreement
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event, the provision of this Agreement affected shall be
curtailed and limited only to the extent necessary to make it consistent with such
legal requirements or provisions. This Agreement is not a partnership between or joint
venture by the parties hereto and neither party is the agent of the other. This
Agreement is not for the benefit of any third party, whether or not referred to
herein. This Agreement may be signed in counterpart, each of which shall be deemed an
original, but all of which together shall constitute the Agreement. Time is of the
essence of this Agreement.



15.
Severability: If any provision of this Agreement is declared by any
court of competent jurisdiction to be invalid, illegal or incapable of being
enforced, the remainder of such provision and of this Agreement shall continue in
full force and effect.






3









 







16. Confidentiality: Each party to this Agreement agrees that its contents
are sensitive in nature and to keep such terms and conditions private and confidential,
except only as required by a court of law, or on an as needed basis to their business
advisors (i.e. lawyers, accountants), who shall also hold such information in confidence.
The terms of this Agreement are nonprecedential and noncitable.







	 	 	 	 	 	 	 
	AGREED TO AND ACCEPTED:	 	 
	 
	 	 	 	 	 	 
	REGENT RELEASING L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Mark Reinhart	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 
	 
	 	 	 	 	 	 
	HERE NETWORKS L.L.C.	 	 
	 
	 	 	 	 	 	 
	By:	 	/s/ Paul A. Colichman	 	 
	 	 	 	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 	 	 








4