REVOCABLE LINE OF CREDIT AGREEMENT
NEW FRONTIER MEDIA, INC., a Colorado corporation, located at 1050 Walnut Street, Suite 301, Boulder,
Colorado 80302 ("NFM"), hereinafter referred to as the ("Borrower"), and MAXIM FINANCIAL CORP., a
Colorado corporation, hereinafter referred to as the ("Lender"), in consideration of the mutual promises made
herein, agree as follows:
1. In the event NFM is unsuccessful in its efforts to secure alternative funding of at least $1,000,000 prior to
December 31, 1997, Lender hereby extends a revocable line of credit to NFM, not to exceed $1,000,000 for a
period of nine months, commencing on January 1, 1998, pursuant to the terms and conditions as set forth below.
2. This Agreement may be terminated earlier as hereinafter provided.
3. Borrower may draw upon the Line of Credit by executing certain promissory notes identical to that attached
hereto as Exhibit "A." All amounts borrowed shall be paid pursuant to the terms and conditions contained in the
Notes no later than September 30, 1998. Further, NFM agrees to execute all necessary corporate actions or
other documentation required to carry out the intent of the parties including, but not limited to those certain
Actions Without a Meeting approving and entering into this Agreement and any Note as attached hereto.
4. Borrower hereby indemnifies and holds Lender free and harmless and, further, agrees to defend Lender from
and against any and all claims, losses, expenses, costs, obligations and liabilities Lender may incur in connection
with its execution of this Agreement or credit extended hereunder including, but not limited to, attorneys' fees and
costs incurred by Lender in defense of such claims, losses, expenses, costs, obligations and liabilities.
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5. (a). Lender hereby reserves the right to terminate this Agreement and revoke its line of credit if Borrower (1)
breaches or fails to comply with any of the terms or conditions of any Note or this Agreement or any other
obligation it is required