Private Media Group (PRVT)

Section 4.9 Power of Attorney

If PMG wishes to effect a Control Transaction or in the case of any Exchangeable Share Voting Event (as defined in the Exchangeable Share Provisions), the Holders hereby constitute and appoint PMG as the true and lawful attorney of the Holders (as defined in the Exchangeable Share Provisions). As the attorney of the Holders, PMG has the power to act for and in the name of the Holders, with full power of substitution, to execute and deliver such documents, instruments or agreements, (including all transfers, share certificates, resignations and releases) and do all acts and things necessary to complete any transaction contemplated by the Control Transaction or the Exchangeable Share Voting Event, including the voting of the Holders’ Exchangeable Shares at any meeting of the Corporation at which the Holders would otherwise be entitled to vote. This power of attorney is irrevocable, is coupled with an interest, has been given for valuable consideration (the receipt and adequacy of which is acknowledged) and survives, and does not terminate upon, the legal or mental incapacity, death, bankruptcy, dissolution, winding-up or insolvency of each Holder. This power of attorney extends to and is binding upon each Holder’s successors and permitted assigns.