AGREEMENT, SETTLEMENT AND RELEASESettlement 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”).
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.
AGREEMENT OF WAIVERAgreement 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.
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset 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”).
NOTE CONVERSION AGREEMENT, WAIVER AND RELEASENote Conversion Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This Note Conversion Agreement, Waiver and Release (this “Agreement”) is executed on this ___ day of January 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and (“Lender”).
AGREEMENT OF WAIVERAgreement of Waiver • May 11th, 2006 • Immediatek Inc • Services-prepackaged software
This Agreement of Exercise and Waiver (the “Agreement”) is executed on this ___day of January, 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and (“Stockholder”).
FIRST AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASEAgreement, Settlement and Release • May 11th, 2006 • Immediatek Inc • Services-prepackaged software
THIS FIRST AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASE (this “Amendment”) is made and entered into as of March 15, 2006, by and between Immediatek, Inc., a Nevada corporation (the “Company”), and Phil McMorrow, an individual residing in the State of California (“Stockholder”). Each initially capitalized term used, but not otherwise defined, herein shall have the same meanings assigned to it in the Agreement (hereinafter defined).
FIRST AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASEAgreement, Settlement and Release • May 11th, 2006 • Immediatek Inc • Services-prepackaged software
THIS FIRST AMENDMENT TO AGREEMENT, SETTLEMENT AND RELEASE (this “Amendment”) is made and entered into as of March 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 Agreement (hereinafter defined).
COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTCollateral Assignment and Security Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (this “Agreement”), dated as of November 29th, 2004, is made by and between DiscLive, Inc., a Delaware corporation (“Company”) and Osias Blum (“Secured Party”).
FIRST AMENDMENT TO NOTE CONVERSION AGREEMENT, WAIVER AND RELEASENote Conversion Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software
THIS FIRST AMENDMENT TO NOTE CONVERSION AGREEMENT, WAIVER AND RELEASE (this “Amendment”) is made and entered into as of March 15, 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and (“Lender”). Each initially capitalized term used, but not otherwise defined, herein shall have the same meanings assigned to it in the Note Conversion Agreement (hereinafter defined).
ASSET PURCHASE AGREEMENT-Asset Purchase Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This Asset Purchase Agreement (“Agreement”), entered into on February 28th, 2005 by and between Moving Records, LLC, a private company established and operated in the state of Minnesota (“Seller”), and Immediatek, Inc., a publicly traded Nevada corporation domesticating in Texas, with offices in Richardson, Texas, (“Buyer”),
WAIVER AND RELEASEWaiver and Release Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This Waiver and Release (this “Agreement”) is executed on this 1st day of February 2006, by and between Immediatek, Inc., a Nevada corporation (“Immediatek”), and Gary Blum (“Lender”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made as of January 31, 2006, but effective as of May 6, 2005 (the “Date of Grant”), by and between Immediatek, Inc., a Nevada corporation (the “Company”), and Charles Humphreyson (the “Optionee”).
WARRANT TO PURCHASE COMMON STOCK of IMMEDIATEK, INC.Warrant to Purchase Common Stock • 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.
UNLIMITED GUARANTYUnlimited Guaranty • May 11th, 2006 • Immediatek Inc • Services-prepackaged software • Texas
This Unlimited Guaranty, dated as of November 29, 2004 (this “Guaranty”), is executed by DiscLive, Inc., a Delaware corporation (the “Guarantor”), in favor of each of Gary Blum (“G Blum”), Jeffrey Doman (“Doman”), and Osias Blum (“O Blum” who together with G Blum and Doman are referred to as the “Lenders”).
