GRAPHIC ARTS ALLIANCE, LLC

DIGITAL ADVANTAGE PARTICIPANT AGREEMENT

In consideration of the opportunity to become a Digital Advantage Participant, the undersigned hereby covenants and agrees to and with Graphics Arts Alliance, LLC, a Pennsylvania limited liability company (the “Company”) as follows:

1. Digital Advantage Participants. Digital Advantage Participants shall not be deemed a member (as the term is used in the Pennsylvania Limited Liability Company Law of 1994) of the Company. Without limiting the foregoing, a Digital Advantage Participant has no right in the equity or capital of the Company, no voting or other rights to participate in the management of the Company, no right to receive distributions (in liquidation or otherwise) from the Company, no right to receive or inspect financial or other information of the Company, and no other rights in the Company. A Digital Advantage Participant is only entitled to benefit from such agreements the Company has negotiated with group vendors for the Digital Advantage Participants on more Digital Advantageous terms than would be available to Digital Advantage Participants individually. The Company’s Managers (the “Managers”) shall have the right to modify the benefits provided by the Company to Digital Advantage Participants.

2. Annual Participation Fee. Each Digital Advantage Participant shall pay to the Company an annual participation fee in an amount determined from time to time by the Managers.

3. Resignation and Expulsion. A Digital Advantage Participant may resign at any time by written notice to the Company’s Secretary-Treasurer. A Digital Advantage Participant shall be deemed to have resigned when the Managers give such Digital Advantage Participant notice that they request its resignation because its annual sales from the business of providing printed materials or graphic arts services have fallen below $1,000,000.00. Within thirty (30) days after resignation, the Company shall pay to the resigned Digital Advantage Participant a fraction of that Digital Advantage Participant’s annual participation fee equal to the fraction of the year during which such resigned Digital Advantage Participant is not a Digital Advantage Participant, provided the resigned Digital Advantage Participant has no undischarged obligation to the Company, except that if the resignation occurs at any time prior to the first anniversary of such resigned Digital Advantage Participant’s acceptance as a Digital Advantage Participant, the Company shall pay to such resigned Digital Advantage Participant the entire amount of such resigned Digital Advantage Participant’s initial annual participation fee within thirty (30) days after resignation, provided the resigned Digital Advantage Participant has no undischarged obligation to the Company. A Digital Advantage Participant may be expelled for cause by a majority vote of the Managers at any time. Cause for expulsion may include failure to comply with the requirements of being a Digital Advantage Participant or with any decision of the Company’s Members (the “Members”) or the Managers, dishonesty in the conduct of the Digital Advantage Participant’s business affairs or any action, which materially interferes with the conduct of the Company’s business. An expelled Digital Advantage Participant shall not be entitled to a refund of any portion of its annual participation fee.

4. No Purchase Obligation. Digital Advantage Participant shall not be obliged to make any purchases from group vendors with which the Company has relationships. However, Digital Advantage Participants are encouraged, under a code of ethics, to solicit pricing or proposals from group vendors before they renew contracts or purchase new equipment.

5. Confidentiality. (i) That the terms of all agreements between the Company and the group vendors are confidential business information of the Company; (ii) not to disclose such information either while it is a Digital Advantage Participant or thereafter, to any person except as authorized by the Company; (iii) to take all reasonable precautions to keep documents and computer files containing confidential information of the Company that come into its possession (including, without limitation, information relating to the terms of agreements between the Company and group vendors and any other information designated as confidential by the Members or the Managers) safe from examination or copying by unauthorized persons; and (iv) to return to the Company or destroy, at such time such individual or entity is no longer an Digital Advantage Participant, all such documents and computer files in its possession or control.

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