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Exhibit 10.2
AFFIDAVIT AND INDEMNIFICATION AGREEMENT
I, Xxxxxxx X. Xxxxxxx, do depose and say that:
1. I am the legal and beneficial owner of all right, title and
interest in 100,000 shares of the common stock of Metro Global Media, Inc. (the
"Corporation"), which shares are presently held in the treasury of the Company;
2. My rights in said shares have not, in whole or in part, been
assigned, transferred, hypothecated, pledged or otherwise disposed of and that
I am entitled to full and exclusive possession of said shares;
3. This affidavit is made for the purpose of inducing the Corporation
to effect the re-issuance of the 100,000 shares in the treasury to the
undersigned; and
4. I hereby agree to indemnify and to hold the Corporation, its
officers, directors, agents, attorneys and employees, harmless from and against
any and all liabilities in respect of claims, suits, proceedings, damages,
judgments, settlements, expenses and costs (including, without limitation,
reasonable counsel fees) which the Corporation may suffer or incur by reason of
its re-issuing said shares to me, including, without limitation claims arising
with respect to the ownership of the shares issued hereby, or with respect to
the issuance and/or cancellation by the Corporation of Stock Certificate No.
1083.
/s/ Xxxxxxx X. Xxxxxxx
Subscribed and sworn to before me this 3rd day of December, 1996.
/s/ Xxxxxxxx St. Xxx
Notary Public