Immediatek Inc Sample Contracts

MERGER AGREEMENT
Merger Agreement • November 18th, 2002 • Moderngroove Entertainment Inc • Games, toys & children's vehicles (no dolls & bicycles) • Texas
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BACKGROUND
Asset Purchase Agreement • March 20th, 2003 • Immediatek Inc • Games, toys & children's vehicles (no dolls & bicycles) • Texas
BACKGROUND
Asset Purchase Agreement • March 20th, 2003 • Immediatek Inc • Games, toys & children's vehicles (no dolls & bicycles) • Texas
CONSULTING SERVICE AGREEMENT WITH T. J. JESKY
Consulting Service Agreement • April 25th, 2003 • Immediatek Inc • Games, toys & children's vehicles (no dolls & bicycles) • Nevada
EXECUTIVE AGREEMENT
Executive Agreement • April 8th, 2010 • Immediatek Inc • Services-prepackaged software • Texas

This Executive Agreement (this “Agreement”) is made and entered into as of this 1st day of April, 2010, by and between Officeware Corporation, a Texas corporation (the “Company”) and Rajesh Jaitly (“Executive”), for the express benefit of Immediatek, Inc. (the “Investor”), a third-party beneficiary to this Agreement, upon the following terms and conditions:

MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • March 17th, 2011 • Immediatek Inc • Services-prepackaged software • Texas

This MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered into this 17th day of March 2011 to be effective as of January 1, 2011 by and among Immediatek, Inc., a Nevada corporation (the “Company” and together with its subsidiaries and successors, the “Clients”) and Radical Ventures LLC, a Delaware limited liability company (together with its successors, “Advisor”).

AMENDMENT TO STOCK EXCHANGE AGREEMENT
Stock Exchange Agreement • April 8th, 2010 • Immediatek Inc • Services-prepackaged software

This Amendment to Stock Exchange Agreement (this “Agreement”), is entered into as of April 1, 2010, by and among Officeware Corporation, a Texas corporation (the “Company”), Timothy M. Rice, Chetan Jaitly (collectively, these individuals, the “Founders”) and Radical Investments LP, a Texas limited partnership (Radical Investments LP together with the Founders, the “Shareholders”), Immediatek, Inc., a Nevada corporation (“Purchaser”), Radical Holdings LP, a Texas limited partnership (“Holdings”), Darin Divinia, Dawn Divinia, Robert Hart, Kimberly Hart, Martin Woodall and Officeware Acquisition Corporation, a Texas corporation (“Merger Sub”).

WARRANT TO PURCHASE COMMON STOCK of IMMEDIATEK, INC.
Warrant Agreement • May 28th, 2004 • Immediatek Inc • Games, toys & children's vehicles (no dolls & bicycles) • Texas

This certifies that, subject to the terms hereof, in consideration of their investment of One Hundred Thousand Dollars ($100,000), their day-to-day advice and assistance, and for other value received, Pangloss International S.A. (the "Buyer"), or registered assigns (the "Holder"), is entitled to purchase from Immediatek, Inc., a Nevada corporation (the "Company"), shares of the Common Stock of the Company, $0.001 par value (the "Common Stock"), in the amount set forth in Section 2, upon surrender hereof, at the principal office of the Company referred to below, with a duly executed Notice of Exercise in the form attached, and simultaneous payment therefor in lawful money of the United States or otherwise as hereinafter provided, at the Exercise Price as set forth in Section 3. The number, character and Exercise Price of such shares of Common Stock are described below. The term "Warrant" as used herein shall include this Warrant, and any warrants delivered in substitution or exchange th

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • October 18th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This STOCK PURCHASE AGREEMENT (this “Agreement”) is made effective as of October 13, 2006, by and among Maurice Zach Bair, an individual residing in the State of Texas (“Seller”), Radical Holdings LP, a Texas limited partnership (“Buyer”), and Immediatek, Inc., a Nevada corporation (the “Company”).

AGREEMENT, SETTLEMENT AND RELEASE
Settlement Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This Agreement, Settlement and Release (this “Agreement”) is executed on this 23rd day of January 2006, by and between Immediatek, Inc., a Nevada corporation (the “Company”), and Phil McMorrow, an individual residing in the State of California (“Stockholder”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 9th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between DiscLive, Inc., a Delaware corporation (the “Company”), and Paul Marin (“Employee”), upon the following terms and conditions:

WARRANT TO PURCHASE COMMON STOCK of IMMEDIATEK, INC.
Warrant Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This certifies that, subject to the terms hereof, in consideration of value already received, Phil McMorrow, an individual (the “Holder”), is entitled to purchase from Immediatek, Inc., a Nevada corporation (the “Company”), shares of the Common Stock of the Company, $0.001 par value (the “Common Stock”), in the amount set forth in Section 2, upon surrender hereof, at the principal office of the Company referred to below, with a duly executed Notice of Exercise in the form attached, and simultaneous payment therefor in lawful money of the United States or otherwise as hereinafter provided, at the Exercise Price as set forth in Section 3. The number, character and Exercise Price of such shares of Common Stock are described below. The term “Warrant” as used herein shall include this Warrant, and any warrants delivered in substitution or exchange therefor as provided herein.

SECURITIES PURCHASE AGREEMENT by and among IMMEDIATEK, INC. ZACH BAIR, PAUL MARIN and RADICAL HOLDINGS LP Dated as of January 24, 2006
Securities Purchase Agreement • January 27th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 24, 2006, is entered into by and among Immediatek, Inc., a Nevada corporation (the “Company”), Radical Holdings LP, a Texas limited partnership (the “Purchaser”), Paul Marin, an individual residing in the State of Texas (“Marin”), and Zach Bair, an individual residing in the State of Texas (“Bair,” and together with Marin, the “Controlling Shareholders”). Certain capitalized terms used herein are defined in Section 7.19 of this Agreement.

CONSULTING SERVICES AGREEMENT WITH T. J. JESKY
Consulting Services Agreement • December 4th, 2002 • Moderngroove Entertainment Inc • Games, toys & children's vehicles (no dolls & bicycles) • Nevada
AGREEMENT OF WAIVER
Agreement of Waiver • May 11th, 2006 • Immediatek Inc • Services-prepackaged software

This Agreement of Waiver (this “Agreement”) is executed on this 1st day of May 2006, but effective as of January 24, 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and Paul Marin (“Stockholder”).

WARRANT TO PURCHASE COMMON STOCK of IMMEDIATEK, INC.
Warrant Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This certifies that, subject to the terms hereof, in consideration of financial advisory services, Doman Technology Capital, Inc. or assignee (the “Holder”), is entitled to purchase from Immediatek, Inc., a Nevada corporation (the “Company”), shares of the Common Stock of the Company, $0.001 par value (the “Common Stock”), in the amount set forth in Section 2, upon surrender hereof, at the principal office of the Company referred to below, with a duly executed Notice of Exercise in the form attached, and simultaneous payment therefor in lawful money of the United States or otherwise as hereinafter provided, at the Exercise Price as set forth in Section 3. The number, character and Exercise Price of such shares of Common Stock are described below. The term “Warrant” as used herein shall include this Warrant, and any warrants delivered in substitution or exchange therefor as provided herein.

SECURITIES PURCHASE AGREEMENT by and between IMMEDIATEK, INC. and RADICAL HOLDINGS LP Dated as of July 18, 2008
Securities Purchase Agreement • July 21st, 2008 • Immediatek Inc • Services-prepackaged software • Texas

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 18, 2008, is entered into by and between Immediatek, Inc., a Nevada corporation (the “Company”), and Radical Holdings LP, a Texas limited partnership (the “Purchaser”). Certain capitalized terms used herein are defined in Section 6.19 of this Agreement.

FIRST AMENDMENT TO WAIVER AND RELEASE
Waiver and Release • June 26th, 2006 • Immediatek Inc • Services-prepackaged software

THIS FIRST AMENDMENT TO WAIVER AND RELEASE (this “Amendment”) is made and entered into as of March 17, 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and Gary Blum (“Lender”). Each initially capitalized term used, but not otherwise defined, herein shall have the same meanings assigned to it in the Waiver (hereinafter defined).

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SECOND AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASE
Agreement, Settlement and Release • June 26th, 2006 • Immediatek Inc • Services-prepackaged software

THIS SECOND AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASE (this “Amendment”) is made and entered into as of May 15, 2006, by and between Immediatek, Inc., a Nevada corporation (the “Company”), and Jess Morgan & Company, a California corporation (“Stockholder”). Each initially capitalized term used, but not otherwise defined, herein shall have the same meanings assigned to it in the Amended Agreement (hereinafter defined).

AGREEMENT FOR PROJECT STAFFING SERVICES BETWEEN IMMEDIATEK, INC. & HDNET FIGHTS, INC.
Project Staffing Services Agreement • March 3rd, 2008 • Immediatek Inc • Services-prepackaged software

THIS AGREEMENT FOR PROJECT STAFFING SERVICES (the “Agreement”) is entered into by and between Immediatek, Inc. (“Consultant”) and HDNet Fights, Inc., 320 S. Walton Street, Dallas, TX 75226 (“Client”).

FIRST AMENDMENT TO SERVICES AGREEMENT
Services Agreement • December 5th, 2007 • Immediatek Inc • Services-prepackaged software

THIS FIRST AMENDMENT TO SERVICES AGREEMENT (this “Amendment”) is made and entered into as of November 30, 2007, by and between Immediatek, Inc., a Nevada corporation (together with its successors, “Immediatek”), and Radical Incubation LP, a Delaware limited partnership (together with its successors, “Incubation LP”). Each initially capitalized term used but not otherwise defined herein shall have the meanings assigned to it in the Services Agreement (hereinafter defined).

SUBLEASE
Sublease • February 26th, 2007 • Immediatek Inc • Services-prepackaged software

THIS SUBLEASE (this “Sublease”) is made and entered into as of this 21st day of February 2007, by and between HDNet LLC, a Delaware limited liability company (hereinafter called “Sublandlord”), and DiscLive, Inc., a Delaware corporation (hereinafter called “Subtenant”).

INVESTOR’S RIGHTS AGREEMENT
Investor's Rights Agreement • June 26th, 2006 • Immediatek Inc • Services-prepackaged software • Texas

This INVESTOR’S RIGHTS AGREEMENT (this “Agreement”) dated as of June 8, 2006, is entered into by and among Immediatek, Inc., a Nevada corporation (the “Company”), Radical Holdings LP, a Texas limited partnership (the “Purchaser”), Zach Bair, an individual residing in the State of Texas (“Bair”), and Paul Marin, an individual residing in the State of Texas (“Marin,” and together with Bair, collectively, the “Founders”).

HDNET LLC 320 South Walton Dallas, Texas 75226 February 27, 2008
Sublease • March 3rd, 2008 • Immediatek Inc • Services-prepackaged software

This letter is to confirm in writing the agreement between HDNet LLC, as Sublandlord, and DiscLive, Inc., as Subtenant, amending and revising the above-referenced Sublease. In that regard, the parties agree that effective as of February 28, 2008, the Sublease is revised as follows:

SETTLEMENT AND ASSIGNMENT AGREEMENT
Settlement Agreement • August 16th, 2013 • Immediatek Inc • Services-prepackaged software

The SETTLEMENT AND ASSIGNMENT AGREEEMENT (“Agreement”) is made by and between Dropbox, Inc., a Delaware corporation with an address of 185 Berry Street, 4th Floor, San Francisco, California 94107 (“Dropbox”), and Officeware Corporation d/b/a Filesanywhere.com, a Texas corporation with an address of 3301 Airport Freeway, Suite 200, Bedford, Texas 76021 (“Officeware) (individually referred to as a “Party,” and collectively the “Parties”) and is effective as of this 22nd day of April , 2013 (the “Effective Date”).

SETTLEMENT AND ASSIGNMENT AGREEMENT
Settlement Agreement • November 12th, 2013 • Immediatek Inc • Services-prepackaged software • Texas

This SETTLEMENT AND ASSIGNMENT AGREEMENT (“Agreement”) is made by and between Dropbox, Inc., a Delaware corporation with an address of 185 Berry Street, 4th Floor, San Francisco, California 94107 (“Dropbox”), and Officeware Corporation d/b/a Filesanywhere.com, a Texas corporation with an address of 3301 Airport Freeway, Suite 200, Bedford, Texas 76021 (“Officeware”) (individually referred to as a “Party,” and collectively the “Parties”) and is effective as of this 22nd day of April, 2013 (the “Effective Date”).

FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software

THIS FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made as of February 28, 2006, but effective as of February 28, 2005 (“Effective Date”), by and between Immediatek, Inc., a Nevada corporation (“Buyer”), and Moving Records, LLC, a Minnesota limited liability company (“Seller”).

AGREEMENT OF MUTUAL TERMINATION OF SERVICES AGREEMENT
Termination Agreement • August 14th, 2007 • Immediatek Inc • Services-prepackaged software • Texas

This Agreement of Mutual Termination of Services Agreement (this “Agreement”) is made and entered into this 5th day of July 2007, by and between DiscLive, Inc., a Delaware corporation (“DiscLive”), and HDNet LLC, a Delaware limited liability company (“HDNet”).

ACQUISITION AGREEMENT
Acquisition Agreement • April 20th, 2004 • Immediatek Inc • Games, toys & children's vehicles (no dolls & bicycles)

ACQUISITION AGREEMENT made this 9th day of April 2004, by and between Immediatek, Inc., a Nevada corporation (“Buyer”), and DiscLive Inc., a Delaware corporation (the “Corporation”).

SERVICES AGREEMENT
Services Agreement • September 6th, 2007 • Immediatek Inc • Services-prepackaged software • Texas

This SERVICES AGREEMENT (this “Agreement”) is made and entered into this 1st day of September 2007, by and between Immediatek, Inc., a Nevada corporation (together with its successors, “Immediatek”), and Radical Incubation LP, a Delaware limited partnership (together with its successors, “Incubation LP”).

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