1st AMENDED & RESTATED EMPLOYMENT AGREEMENT

THIS AMENDMENT OF APRIL 16, 2008 ("AMENDMENT") TO THAT CERTAIN EMPLOYMENT AGREEMENT, dated as of April 30, 2007, (the "Original Agreement") by and Between Green Screen Interactive Software, LLC (f/k/a Green Screen, LLC), a Delaware limited liability company with its offices at 575 Broadway, New York, New York 10012 (the "Company"), and Mark Seremet, an individual residing at 49 Indian Hill Road, Pound Ridge, NY 10576 ("Executive").

WHEREAS, the parties entered into the Original Agreement when the Company was a startup company;

WHEREAS, the Company is now in the early stages of operations and has refined its organizational structure and business plans all of which require the Original Agreement to be amended and restated in its entirety on the terms set forth below.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the parties agree as follows:

1.   Term of Employment. Executive's employment under the Original Agreement commenced on April 30, 2007 (the "Commencement Date") and will currently expire on April 30, 2011 (the "Employment Term"). Subject to earlier termination pursuant to Section 7 hereof, the Employment Term shall be automatically extended for additional terms of successive one (1) year periods unless the Company or Executive gives written notice to the other at least sixty (60) days prior to the expiration of the then current Employment Term of the termination of Executive's employment hereunder at the end of such current Employment Term.

2.   Positions.

(a)   Executive shall serve as the President of the Company but acknowledges that organizational reorganization is contemplated and that his role may be converted to that of a Vice President of a discrete operational area and that any such change shall not be considered a demotion or breach of this Agreement by the Company.

(b)   The Executive shall report to the Chief Executive Officer of the Company. The Executive may be given such further reasonably related supervisory duties, powers and prerogatives as may be delegated to him from time to time by the Chief Executive Officer.

(c)   During the Employment Term, Executive shall devote substantially all of his business time and efforts to the performance of his duties hereunder; provided, however, that Executive shall be allowed, to the extent that such activities do not materially interfere with the performance of his duties and responsibilities hereunder, to lecture, publish, manage his passive personal investments, and to serve on corporate, civic, or charitable boards or committees. Notwithstanding the foregoing, Executive shall not serve on any corporate board of directors if such service would be inconsistent with his fiduciary responsibilities to the Company. The Company specifically approves of Executive serving as a director of Qoop, Inc, Repliqa, LLC, and Serklin, Inc.

3.   Base Salary. During the Employment Term and after the date of this Amendment, the Company shall pay Executive a base salary at the annual rate of not less than $250,000. Base salary shall be payable in each case in accordance with the usual payroll practices of the Company. Executive's Base Salary shall be subject to annual review by the Board in December of each year and may be increased above the minimum from time to time upon recommendation of the Compensation Committee. The base salary as determined as aforesaid from time to time shall constitute "Base Salary" for purposes of this Employment Agreement.

4.   Bonus. Shall be $200,000 per annum, $100,000 based upon the Company's achievement of its operating plan, and $100,000 based upon other milestones to be determined by the Company's CEO. For 2008 targets are pre-set at aggregate raise of $25 million of equity with a bonus of $75,000 and $100,000 for the Company successfully achieving it operating plan as approved by its Board of Directors. $25,000 has been earned by the Executive for Quarter 1, 2008 for successfully completing financing/operating objectives.

5.   Employee Benefits and Vacation.

(a)   During the Employment Term, Executive shall be entitled to participate in all pension, retirement, savings, welfare and other employee benefit plans and arrangements and fringe benefits and perquisites generally maintained by the Company from time to time for the benefit of the senior executives of the Company.

(b)   During the Employment Term, the executive shall receive an auto allowance of Six Hundred ($600) dollars per month. To the extent permitted under applicable law, the Company shall not treat as compensation to Executive fringes and perquisites provided to Executive or the items under Section 6 below.

(c)   During the Employment Term, Executive shall be entitled to vacation each year in accordance with the Company's policies in effect from time to time but not less than four weeks paid vacation. Executive shall also be entitled to such periods of sick leave as is customarily provided by the Company for its senior executive employees.

6.   Business Expenses. The Company shall reimburse Executive for the travel, entertainment and other business expenses incurred by Executive in the performance of his duties hereunder, in accordance with the Company's policies as in effect from time to time.

7.   Termination.

(a)   The employment of Executive under this Employment Agreement shall terminate upon the occurrence of any of the following events:

(i)   the death of Executive;

(ii)   the termination of Executive's employment by the Company due to Executive's Disability pursuant to Section 7(b) hereof;

(iii)   the termination of Executive's employment by Executive for Good Reason pursuant to Section 7(c) hereof;

(iv)   the termination of Executive's employment by the Company without Cause;

(v)   the termination of employment by Executive without Good Reason upon not less than thirty (30) days prior written notice;

(vi)   the termination of employment by Executive, with or without Good Reason during the two year period commencing after the Change in Control as defined in Paragraph 11 below (such period being referred to herein as the "Change in Control Protection "Period");

(vii)   the termination of Executive's employment by the Company for Cause pursuant to Section 7(e);

(b)   Disability. If Executive is unable to carry out his material duties pursuant to this Employment Agreement for more than ninety (90) days during any twelve (12) month period by reason of any physical or mental impairment, or suffers any medically determined physical or mental impairment that can be expected to result in death or that can be expected to render the Executive incapable of performing his duties to the Company for ninety (90) days or more (a " Disability "), the Company may terminate Executive's employment for Disability, at any time, upon not less than thirty (30) days prior written notice (a " Notice of Disability Termination ").

(c)   Termination for Good Reason. A Termination for Good Reason means a termination by Executive by written notice given within thirty (30) days after he becomes aware of the occurrence of the Good Reason event. For purposes of this Employment Agreement, " Good Reason " shall mean any material breach by the Company of any provision of this Employment Agreement which goes uncured for a period of thirty (30) days after the Company receives a Notice of Termination for Good Reason.

(d)   Notice of Termination for Good Reason. A Notice of Termination for Good Reason shall mean a notice that shall indicate in reasonable detail the facts and circumstances claimed to provide a basis for Termination for Good Reason. The Notice of Termination for Good Reason shall provide for a date of termination not less than ten (10) nor more than sixty (60) days after the date such Notice of Termination for Good Reason is given.

(e)   Cause. Subject to the notification provisions of Section 7(f) below, Executive's employment hereunder may be terminated by the Company for Cause. For purposes of this Employment Agreement, the term "Cause" shall be limited to:

(f)   Notice of Termination for Cause. A Notice of Termination for Cause shall mean a notice that shall indicate the specific termination provision in Section 7(e) relied upon and shall set forth in reasonable detail the facts and circumstances that provide for a basis for Termination for Cause. The date of termination for a Termination for Cause shall be the date indicated in the Notice of Termination.

8.   Consequences of Termination of Employment.

(a)   If Executive's employment is terminated during the Employment Term by reason of Executive's death, the employment period under this Employment Agreement shall terminate as of the date of death without further obligations to Executive's legal representatives under this Employment Agreement except for: