EXHIBIT 10.23 THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,...Common Stock Purchase Warrant • March 24th, 2004 • Nutech Digital Inc • Services-video tape rental • California
RECITALSCommon Stock Purchase Agreement • February 6th, 2004 • Nutech Digital Inc • Services-video tape rental • California
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into as of September 1, 2005 by and between Lee Kasper (the "Executive") and NuTech Digital, Inc., a California corporation (the "Company"). WHEREAS, the Company...Employment Agreement • November 15th, 2005 • Nutech Digital Inc • Services-video tape rental • California
EXHIBIT 10.22 THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,...Warrant Agreement • March 24th, 2004 • Nutech Digital Inc • Services-video tape rental • California
EXHIBIT 10.10 TERM LOAN AGREEMENT This Term Loan Agreement (the "Agreement') is made and entered into by and between the undersigned borrower (the "Borrower") and the undersigned bank (the "Bank") as of the date set forth on the last page of this...Term Loan Agreement • April 10th, 2003 • Nutech Digital Inc • Services-video tape rental • California
Right to Purchase ______ Shares of Common Stock of NuTech Digital, Inc. (subject to adjustment as provided herein)Warrant Agreement • February 6th, 2004 • Nutech Digital Inc • Services-video tape rental • California
EXHIBIT 10.9 RECORDATION REQUESTED BY AND WHEN RECORDED MAIL TO: Attn: Daniel Skura Skura Intercontinental Trading Company 24865 Avenue Rockefeller Valencia, California 91355...Deed of Trust • March 31st, 2003 • Nutech Digital Inc • Services-video tape rental
RICHARDSON & PATEL LLP 10900 WILSHIRE BOULEVARD SUITE 500 LOS ANGELES, CALIFORNIA 90024 TELEPHONE (310) 208-1182 FACSIMILE (310) 208-1154 October 28, 2003Stock Option Agreement • October 29th, 2003 • Nutech Digital Inc • Services-video tape rental
We have acted as counsel to NuTech Digital, Inc. (the "Company") in connection with the registration with the Securities and Exchange Commission on Form S-8 of shares of the Company's common stock, no par value (the "Shares"), which may be issued upon exercise of the option granted to Michael Doherty. In connection with that registration, we have reviewed the proceedings of the Board of Directors of the Company relating to the registration and proposed issuance of the Shares, the Articles of Incorporation of the Company and all amendments thereto, the Bylaws of the Company and all amendments thereto, and such other documents and matters as we have deemed necessary to the rendering of the following opinion.
RECITALSCommon Stock Purchase Agreement • March 24th, 2004 • Nutech Digital Inc • Services-video tape rental • California
RECITALS:Release and Settlement Agreement • November 15th, 2005 • Nutech Digital Inc • Services-video tape rental • California
Exhibit 10.29 Queenstone Financial Corp. P.O Box 62 Provienciales Turks & Caicos Islands British West Indies December 4, 2003 Mr. Lee Kasper, Chief Executive Officer NuTech Digital, Inc. 7900 Gloria Ave. Van Nuys, CA 91406 Re: NuTech Digital, Inc....Finder's Agreement • March 26th, 2004 • Nutech Digital Inc • Services-video tape rental
This letter (the "Agreement") shall confirm the non-exclusive finder's arrangement between Queenstone Financial Corp. ("Queenstone Financial Corp.") and NuTech Digital, Inc. ("NTDL") in the event that NTDL proceeds with a debt and/or equity transaction ("Transaction(s)") with a party introduced by Queenstone Financial Corp. There is no obligation to consummate any Transaction and NTDL can choose to accept or reject any Transaction in its sole and absolute discretion. NTDL acknowledges that there is no guaranty or assurance that any Transaction will take place and that the final legal documentation may contain terms that vary with those set forth on any term sheets. In the event that a Transaction(s) occurs, NTDL agrees to pay Queenstone Financial Corp. the following at each close (or at Queenstone Financial Corp.'s request, NTDL shall direct the investor to pay the fees directly to Queenstone Financial Corp.) in cash, 10% of all cash amounts received or the same amount in stock, price,
Sloan Securities Corp. Nutech Digital, Inc. Consulting AgreementConsulting Agreement • March 26th, 2004 • Nutech Digital Inc • Services-video tape rental
Nutech Digital Inc will engage Sloan Securities Corp. ("SSC") to raise $300,000.00 best efforts. The investor(s) will receive common shares issued at $0.40 per share and two warrants to purchase common shares at $0.75. Upon the closing date and from the closing proceeds, Sloan Securities Corp. shall receive cash compensation equal to 10% of the gross proceeds raised from the entities which SSC introduces to Nutech Digital, Inc. provided a minimum of $250,000 is raised by SSC. The closing date will be on or before February 4, 2004.
EXHIBIT 10.8 NOTE SECURED BY DEED OF TRUSTNote Secured by Deed of Trust • March 31st, 2003 • Nutech Digital Inc • Services-video tape rental
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE—NET (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)Standard Industrial/Commercial Single-Tenant Lease • May 17th, 2002 • Nutech Digital Inc
EXHIBIT 10.13 BUSINESS SECURITY AGREEMENT This Business Security Agreement ("AGREEMENT") is made and entered into by the undersigned borrower, guarantor and/or other obligor/pledgor (the "DEBTOR") in favor of U. S. BANK N.A., 555 SW OAK, PORTLAND, OR...Business Security Agreement • April 10th, 2003 • Nutech Digital Inc • Services-video tape rental
EXHIBIT 10.12 CONTINUING GUARANTY (UNLIMITED) 1. GUARANTEE. For value received, and to induce U.S. BANK N.A. (the "Bank") to extend or continue credit or other financial accommodations now or in the future to LEE KASPER (the "Borrower"), the...Continuing Guaranty • April 10th, 2003 • Nutech Digital Inc • Services-video tape rental • California
RECITALSConsulting Agreement • March 26th, 2004 • Nutech Digital Inc • Services-video tape rental • California
LICENSE AGREEMENTLicense Agreement • August 14th, 2007 • Nutech Digital Inc • Services-video tape rental • Nevada
THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of August 2, 2007, by and between Jump Communications, Inc., a Nevada corporation (“Jump”), and NuTech Digital, Inc., a California corporation (“NuTech Digital”), as follows:
BUSINESS SECURITY AGREEMENTBusiness Security Agreement • May 17th, 2002 • Nutech Digital Inc
This Business Security Agreement (“Agreement”) is made and entered into by the undersigned borrower, guarantor and/or other obligor/pledgor (the “Debtor”) in favor of U.S. BANK N.A. (the “ Bank”) as of the date set forth on the last page of this Agreement.
LICENSE AGREEMENTLicense Agreement • April 6th, 2007 • Nutech Digital Inc • Services-video tape rental • New York
The Deal Terms set forth below, the Standard Terms and Conditions attached hereto as Exhibit A, and the Delivery Information attached hereto as Exhibits B, C and D, are referred to collectively herein as the “Agreement”. All references to the Agreement shall be deemed to include all of the foregoing. Except as expressly set forth in these Deal Terms, in the event of a conflict between any provision of the Deal Terms and any provision of the Standard Terms and Conditions, the terms of the Deal Terms shall govern to the extent of any such conflict.
LICENSE AGREEMENTLicense Agreement • August 14th, 2007 • Nutech Digital Inc • Services-video tape rental • Nevada
THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of August 2, 2007, by and between Jump Communications, Inc., a Nevada corporation (“Licensor”), and NuTech Acquisition Corp., a Nevada corporation (“Licensee”), as follows:
JOINT VENTURE AGREEMENTJoint Venture Agreement • May 17th, 2002 • Nutech Digital Inc • California
This Joint venture Agreement (this “Agreement”) is made and entered into on the 5th day of March 2001 (the “Effective Date”) by and between NuTech Digital, Inc., a California corporation, located at 15210 Keswick, Van Nuys, California 91405 (the “Company”) Joseph Anthony Giarmo, individual, whose address is 3944 Kentucky Drive #9, Los Angeles, California 90068. The Company and Giarmo hereby agree as follows:
CONSULTING AGREEMENTConsulting Agreement • May 22nd, 2006 • Nutech Digital Inc • Services-video tape rental
THIS CONSULTING AGREEMENT (the “Agreement”) is entered into as of the 14 day of April, 2006 by and between NuTech Digital, Inc., a California corporation, with an office at 7900 Gloria Avenue, Van Nuys, California 91406 (the “Company”) and Digital Acquisitions Company, LLC, a Delaware limited liability company, with an office at 520 Washington Boulevard, Suite 214, Marina del Rey, California 90292 (the “Consultant”).
Exhibit 10.1 EMPLOYMENT AGREEMENT -------------------- This Employment Agreement (the "Agreement") is entered into as of September 1, 2005 by and between Lee Kasper (the "Executive") and NuTech Digital, Inc., a California corporation (the "Company")....Employment Agreement • September 2nd, 2005 • Nutech Digital Inc • Services-video tape rental • California
Nutech Digital, Inc. Encino, CA 91436 As of January 15, 2007Joint Venture Agreement • January 19th, 2007 • Nutech Digital Inc • Services-video tape rental
This letter expresses our understanding with respect to your entering into a joint venture with NuTech Digital, Inc., a California corporation (the “Company”) and the Company’s Agreement to create a new division to be run by you and/or your corporate designee (currently to be known as the “The Co-Op, LLC division”, “CMG” and/or the “CMG Division”) which will operate as a separate division of the Company.
For Personal Property Secured Loans EXCLUDING PERSONAL TRUSTS) ------------------------- Date: 11/07/02 "Borrower"___________________ "Ban'" ______ ------------ The undersigned pledgor of collateral to the Bank (hereafter "Pledgor") in his or her...Certificate • April 10th, 2003 • Nutech Digital Inc • Services-video tape rental
Licensing Agreement Regarding DVD DistributionLicensing Agreement • April 6th, 2007 • Nutech Digital Inc • Services-video tape rental
In witness thereof, the parties hereto have hereunto affixed their respective signatures as of the day and year above first mentioned:
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • July 12th, 2002 • Nutech Digital Inc • Services-video tape rental • California
References in the shaded area are for Lender’s use only and do not limit the applicability of this document to any particular loan or item.
BRIGHTON CAPITAL, LTD. 1875 Century Park East Suite 700 Los Angeles, CA 90067 (310) 277-6095; Fax: (310) 277-6097Finder's Agreement • March 26th, 2004 • Nutech Digital Inc • Services-video tape rental
This letter (the "Agreement") shall confirm the non-exclusive finder's arrangement between Brighton Capital, Ltd. ("Brighton") and NuTech Digital, Inc. ("NTDL") in the event that NTDL proceeds with a debt and/or equity transaction ("Transaction(s)") with a party introduced by Brighton. There is no obligation to consummate any Transaction and NTDL can choose to accept or reject any Transaction in its sole and absolute discretion. NTDL acknowledges that there is not guaranty or assurance that any Transaction will take place and that the final legal documentation may contain terms that vary with those set forth on any term sheets. In the event that a Transaction(s) occurs, NTDL agrees to pay Brighton the following at each close(or at Brighton's request, NTDL shall direct the investor to pay the fees directly to Brighton) in cash, 5% of all cash amounts received. In addition, Brighton shall receive 50,000 warrants for every $100,000 funded on a pro rata basis. The exercise price, terms and
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 2007 • Nutech Digital Inc • Services-video tape rental • Delaware
This ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of August 2, 2007, is entered into by and between NuTech Acquisition Corp., a Corporation existing pursuant to the laws of the State of Nevada (“Buyer”) and Jump Communications, Inc., a Nevada corporation (the “Seller”).
EXHIBIT 10.11 ADDENDUM TO TERM LOAN AGREEMENT This Addendum is made part of the Term Loan Agreement (the "Agreement") made and entered into by and between the undersigned borrower (the "Borrower") and the undersigned bank (the "Bank") as of the date...Term Loan Agreement • April 10th, 2003 • Nutech Digital Inc • Services-video tape rental
RECITALSVideo Licensing Agreement • November 22nd, 2006 • Nutech Digital Inc • Services-video tape rental • California
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 2007 • Nutech Digital Inc • Services-video tape rental • Nevada
This ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of August 2, 2007, is entered into by and among NuTech Digital, Inc., a California corporation (“Buyer”) and Jump Communications, Inc., a Nevada corporation (the “Company”).
HEADS OF AGREEMENT for Manufacturing and Distribution between WARNER-ELEKTRA- ATLANTIC CORPORATION ("WEA") and NU TECH DIGITAL, INC. ("Company")Manufacturing and Distribution Agreement • April 17th, 2006 • Nutech Digital Inc • Services-video tape rental • New York
ContractAsset Purchase Agreement • August 14th, 2007 • Nutech Digital Inc • Services-video tape rental • Nevada
This agreement (the “Agreement”) is made and entered into as of this __________ day of August, ______, 2007 (the “Agreement Date”) by and between NuTech Digital, Inc., a California corporation (“NuTech”) and Jump Communications, Inc., a Nevada corporation (“Jump”), hereinafter jointly referred to as the “Companies”:
