RECITALS:Indemnification Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas • Nevada
EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 9th day of December, 2003, is entered into by Lions Gate Investment, Limited, a Nevada corporation, (whose name will later be changed to DOBI Medical...Employment Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas • New York
Exhibit 10.4 LOCK-UP AGREEMENT The undersigned is the holder of shares of the common stock, $0.001 par value ("Common Stock"), and/or shares of the Class A Convertible Preferred Stock, and/or Common Stock Purchase Warrants ("Class A Preferred Stock")...Lock-Up Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas
amongMerger Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas • Delaware
EXHIBIT 10.6 NAME OF SUBSCRIBER:_____________________________ TO: Sterling Financial Investment Group, Inc. 404 Washington Avenue, Penthouse Miami Beach, Florida 33139 AMENDED AND RESTATED SUBSCRIPTION AGREEMENT This Amended and Restated Subscription...Subscription Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas • New York
No._____ ____ Shares WARRANT TO PURCHASE COMMON STOCK VOID AFTER 5:30 P.M., EASTERN STANDARD TIME, ON THE EXPIRATION DATE THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,...Warrant to Purchase Common Stock • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas
December 9, 2003 To each Stockholder of DOBI Medical Systems, Inc. Ladies and Gentlemen: Reference is made to the Agreement of Merger and Plan of Reorganization, dated as of December 8, 2003 (the "Merger Agreement"), by and among Lions Gate Investment...Merger Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas
LOCK-UP AGREEMENT REGARDING THE ISSUANCE OF PUBCO MERGER SHARES OF DOBI MEDICAL SYSTEMS, INC. COMMON STOCKLock-Up Agreement • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas
_____________ ("Holder") understands that DOBI Medical Systems, Inc., a Delaware corporation ("DOBI" or the "Company") plans to enter into a reverse merger transaction (the "Reverse Merger") with a publicly-traded company (hereinafter called "Pubco"), concurrent with a private placement of Pubco equity securities by Pubco (such private placement, together with the Reverse Merger, the "Funding Transactions"). The Holder understands that as a result of the Funding Transactions, Pubco will then be the sole stockholder of the Company. DOBI and Pubco expect to close the Funding Transactions within the next several days.
