ENTERTAINMENT COMPANY

Shopping Agreement

Dated As of August 3, 2009

Jane Smith.
(insert address)
Hollywood, CA

Re: JANE SMITH reality show shopping agreement

Dear Jane:

This letter shall confirm the agreement made between Luis Director and Chris
Producer (“Production Company”), and Consultant (“Hal”), and yourself, Jane Smith
(“Owner”) with respect to Owner's granting to Production Company the television and
allied and ancillary rights (the "Rights") in connection with a proposed television
production (“Show”), which is intended to be produced by Production Company and Hal,
as follows:

1. INITIAL OPTION:

In consideration of Production Company’s efforts to set up the Show with third party
financiers, networks, studios and production companies ("Financier(s)") in seeking an
agreement (the "Financing Agreement"), Owner hereby grants to Production Company an
exclusive six (6) month option for the Rights, commencing on the date of Owner's
execution hereof.

2. EXTENSION OF OPTION(S):

If a Financier commences negotiation of a Financing Agreement before expiration of the

Term, the Term shall be automatically extended for ninety (90) days or until the
completion or termination of such negotiations, whichever occurs first. If a bonafide
offer is presented in connection with the Rights and a deal is not consummated, then for a
period of six (6) months thereafter, Owner shall be prohibited from dealing with the
proposed Financier regarding the Rights unless Production Company and Hal are
included as the producers on the same terms and conditions as set forth herein.

3. FINANCING AGREEMENT:

Production Company, Hal, and Owner shall each negotiate in good faith the terms and
conditions of each of their own respective agreements, including without limitation,
compensation and credit, applicable to their respective services and/or rights (the “Third
Party Agreement”). The parties agree and acknowledge that the failure to conclude the

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Third Party Agreement, whether as the result of the acts or omissions of Production
Company, Hal, and/or Owner, shall not constitute a breach of this Agreement.
Notwithstanding the foregoing, the parties shall use reasonable good faith efforts to
negotiate their respective agreements in such a way as to not frustrate the purposes of this
Agreement.

4. CREATIVE CONSULTATION:

Production Company agrees to good faith consultation with Owner on show development
and major creative decisions.

5. WARRANTIES:

Owner represents and warrants that Owner owns all of the conveyed or to be conveyed
hereunder and that Owner has not optioned and/or sold the Rights to any other third party.

6. REVERSION OF RIGHTS:

If a Third Party Agreement is not obtained by the end of the Term, this Agreement shall
automatically terminate (unless extended by mutual written agreement), and Production
Company and Hal shall have no rights with respect to the Show.

7. OTHER TERMS:

This agreement will be construed in accordance with the laws of the State of California
applicable to contracts entered into and wholly performed therein. This agreement
contains the entire agreement of the parties and incorporates all prior understandings (oral
and written) pertaining to the subject matter hereof. This agreement may be only
modified by a written instrument signed by all of the parties to be bound thereby.

If the foregoing accurately sets forth the understanding of the parties pertaining to the
subject matter hereof, they can so confirm by signing in the appropriate places provided
below.

Signed:

_____________________________ Date: ______________________

Director

_____________________________ Date: ______________________

Producer

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AGREED AND ACCEPTED:

___________________________ Date: ______________________

Consultant

___________________________ Date: ______________________

Jane Smith