LOCK-UP AGREEMENTLock-Up Agreement • August 1st, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This Lock-Up Agreement (this “Agreement”), dated June 28, 2011, is by and among Our World Live, Inc., a Nevada corporation (“OWL”), Media Technologies, Inc., a Nevada corporation and The Shawn Wayne 2000 Irrevocable Trust (the “Shareholder”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 1st, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation
THIS INDEMNIFICATION AGREEMENT (the "Agreement") dated as of June 28, 2011, is by and among Media Technologies, Inc., a Nevada corporation ("Parent"), Our World Live, Inc., a Nevada Corporation (the "Company"), The MDW and GRW 2000 Irrevocable Trust and The Shawn Wayne 2000 Irrevocable Trust (collectively, the " Indemnifying Shareholders" and each individually an " Indemnifying Shareholder").
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 25th, 2010 • Town & Country Appraisal Service, Inc. • Real estate agents & managers (for others)
This Assignment and Assumption Agreement (the "Agreement") is effective as of March 1, 2010, by and between Town and Country Appraisal Service, Inc., a Nevada Corporation ("Assignor"), and John S. Chidester and Kathleen Chidester (individually an “Assignee” and collectively “Assignees”).
FIRST AMENDMENT TO INDEMNIFICATION AGREEMENTIndemnification Agreement • October 28th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This First Amendment to Indemnification Agreement (the "Agreement") made and entered into effective as of October 1, 2011 (the “Effective Date”) is by and among Media Technologies, Inc., a Nevada corporation ("Parent"), The MDW and GRW 2000 Irrevocable Trust and The Shawn Wayne 2000 Irrevocable Trust (collectively, the " Indemnifying Shareholders" and each individually an " Indemnifying Shareholder").
AMENDED AND RESTATED LOCK-UP AGREEMENT (The MDW and GRW 2000 Irrevocable Trust)Lock-Up Agreement • October 28th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This Amended and Restated Lock-Up Agreement (the "Agreement") made and entered into effective as of October 1, 2011 (the “Effective Date”) is by and among Media Technologies, Inc., a Nevada corporation ("Parent") and The MDW and GRW 2000 Irrevocable Trust (the “Shareholder”).
AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • May 11th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation
THIS AMENDMENT TO EXTENSION AGREEMENT (“Agreement”) is entered into effective this 5th day of May, 2011, by and among Media Technologies, Inc., a Nevada corporation (the “Corporation” or “MDTC”), TechTV Media Inc., a Nevada Corporation (the “TechTV”), and R. Gordon Jones (the “Selling Stockholder”)
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 1st, 2010 • Town & Country Appraisal Service, Inc. • Real estate agents & managers (for others)
This SHARE EXCHANGE AGREEMENT (this “Agreement”) dated as of February 22, 2010, is by and among Town and Country Appraisal Service, Inc., a Nevada corporation (the “Corporation” or “TWYA”), John S. Chidester, an individual and officer and director of TWYA, (the “Warranting TWYA Stockholder”), Speedpal Broadband, Inc., a Nevada Corporation (the “Speedpal”), and J. Michael Heil (the “Selling Stockholder”) who is the owner of 100% of the capital stock of Speedpal.
AGREEMENT, CONSENT AND WAIVERAgreement, Consent and Waiver • August 1st, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • Nevada
THIS AGREEMENT, CONSENT AND WAIVER (the “Agreement”) is entered into as of June 23, 2011, by and among Media Technologies, Inc., a Nevada corporation (“MDTC”) and Maynerva E. Escalante and Ranulfo Lograsa (individually a “Shareholder” and collectively the “Shareholders”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 1st, 2010 • Town & Country Appraisal Service, Inc. • Real estate agents & managers (for others) • New York
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 22 day of February, 2010, by and between Gary B. Wolff (hereinafter referred to as “Sellers’ Representative”), both on behalf of himself and as a duly authorized representative of certain persons (collectively, the “Sellers”) who are the record or beneficial owners of shares of capital stock of Town and Country Appraisal Service, Inc., a Nevada corporation (the “Company”), and, through himself, the Sellers, and each of the buyers listed on the signature page hereto (collectively, the “Buyers”).
AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • May 11th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This Amended and Restated Escrow Agreement (the "Restated Escrow Agreement") is effective as of May 5, 2011, by and between Media Technologies, Inc., a Nevada Corporation ("MDTC") and R. Gordon Jones, (the "TechTV Shareholder"), and Chachas Law Group P.C., Escrow Holder (the "Escrow Holder"). The Escrow Holder, MDTC and TechTV Shareholder are sometimes referred to herein collectively as the "Parties." Capitalized terms used but not defined herein have the meanings ascribed such terms in the Acquisition Agreement.
SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASESettlement Agreement and Mutual General Release • January 24th, 2012 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This Settlement Agreement and Mutual General Release (“Agreement”) is effective on the date the last signature is attained (the “Effective Date”) is by and among Bandcrashers, LLC, a Utah limited liability company (“Bandcrashers”) with an address of 1180 North, American Fork, Utah, 84003, Our World Live, Inc., a Nevada corporation (“OWL”) with an address at 11995 El Camino Real, Suite 301, San Diego, California 92130, James Jensen Consulting, LLC, a Utah limited liability company (“JJCLLC”) with an address of 4844 N. 30 W., Provo, UT 84604, and James Jensen, individually (“Jensen”), with an address of 4844 N. 30 W., Provo, UT.
AGREEMENT AND PLAN OF MERGER By and Among MEDIA TECHNOLOGIES, INC. OWL ACQUISITION INC., OUR WORLD LIVE, INC., and THE MAJOR STOCKHOLDER OF OUR WORLD LIVE, INC. AS SIGNATORIES HERETO Dated as of June 14, 2011Agreement and Plan of Merger • June 16th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • Nevada
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of June 14, 2011, by and between MEDIA TECHNOLOGIES, INC., a Nevada corporation (“Parent”), OWL ACQUISITION INC., a Nevada corporation (“Merger Sub”), OUR WORLD LIVE, INC., a Nevada corporation (“OWL”), The MDW and GRW 2000 Irrevocable Trust (the “Major Stockholder”).
MUTUAL RELEASE AND SETTLEMENT OF ALL CLAIMSMutual Release and Settlement of All Claims • November 8th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • California
This Mutual Release and Settlement of All Claims (“Agreement”) effective this 27th day of October, 2011 (the “Effective Date”) , is made and entered into by and among Ocean Way Investments, LLC, a California limited liability company (“Ocean Way”), Our World Live, Inc., a Nevada corporation (“OWL”) and wholly-owned subsidiary of Media Technologies, Inc., a Nevada corporation (“Media Tech”). Ocean Way, OWL and Media Tech shall collectively be referred to as the “Parties.”
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 20th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation
This Share Exchange Agreement (this “Agreement”) dated as of January 12, 2011, is by and among Media Technologies, Inc., a Nevada corporation (the “Corporation” or “MDTC”), TechTV Media Inc., a Nevada Corporation (the “TechTV”), and R. Gordon Jones (the “Selling Stockholder”) who is the owner of 100% of the capital stock of TechTV.
NOTE MODIFICATION AGREEMENTNote Modification Agreement • October 28th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • Nevada
This Note Modification Agreement (the “Agreement”) is made and entered into effective as of October 1, 2011, by and between Our World Live, Inc., a Nevada corporation (the “Borrower”) and the undersigned Convertible Note Holder (the “Lender’).
AGREEMENT, CONSENT AND WAIVERAgreement, Consent and Waiver • January 20th, 2011 • Media Technologies, Inc. • Services-computer processing & data preparation • Nevada
THIS AGREEMENT, CONSENT AND WAIVER (the “Agreement”) is entered into as of January 10, 2011, by and between Media Technologies, Inc., a Nevada corporation (“MDTC”) and J. Michael Hiel (the “Shareholder”).
