Preview | Independent Contractor Services Agreement |

This Agreement is made and entered into as of February 5, 2007 (the Effective Date), by and between HandHeld Entertainment, Inc. (the Company), having a principal place of business at 539 Bryant Street, suite 403, San Francisco, California 94107 and Gordon Page, an individual having a principal place of business at 73 Lancaster Avenue, Guildford, Surrey, United Kingdom (Contractor).

1. Engagement of Services. Company may engage the Contractor to perform the services more particularly described in Exhibit A (Project Assignment). Subject to the terms of this Agreement, Contractor will render the services set forth in the Project Assignment accepted by Contractor in a timely manner. The Company and Contractor expect that Contractor will render such services remotely (i.e., outside of the United States). However, Contractor agrees to be available to render services to the Company for a period of no less than one (1) week per calendar month (On Site Services) at the Companys San Francisco office, which is located at the address set forth above.

2. Compensation; Timing. Company will pay Contractor the fee set forth in the Project Assignment for services rendered pursuant to this Agreement. Upon termination of this Agreement for any reason, Contractor will be paid fees on the basis stated in the Project Assignment(s) for services which have been completed. Contractor will be reimbursed only for expenses which are incurred prior to termination of this Agreement for any reason and which are either expressly identified in a Project Assignment or approved in advance in writing by a Company manager. Contractor will be reimbursed for such fees and expenses no later than seven (7) days after Companys receipt of Contractors invoice, provided that reimbursement for expenses may be delayed until such time as Contractor has furnished such documentation for authorized expenses as Company may reasonably request. Time for payment of Contractors fees shall be of the essence of this Agreement. If any payments are not made on their due date for payment interest shall be paid to the Contractor at the rate of 6% per annum accruing daily and payable for the date payment fell due to the date of actual payment (both dates inclusive).

3. Independent Contractor Relationship. Contractors relationship with Company is that of an independent contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. Contractor will not be entitled to any of the benefits which Company may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing or retirement benefits. Contractor is not authorized to make any representation, contract or commitment on behalf of Company unless specifically requested or authorized in writing to do so by a Company manager. Contractor is solely responsible for, and will file, on a timely basis, all tax returns and payments required to be filed with, or made to, any relevant tax authority with respect to the performance of services and receipt of fees under this Agreement. Contractor is also solely responsible for, and will file, on a timely basis all tax returns and payments required by any foreign tax authority. Contractor is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing services under this Agreement. No part of Contractors compensation will be subject to withholding by Company for the payment of any social security, federal, state or any other employee payroll taxes (whether such taxes arise under United States or foreign law). Company will regularly report amounts paid to Contractor by filing Form 1099-MISC with the Internal Revenue Service as required by law.