0000950136-03-003147 Sample Contracts

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Agreement of Merger and Plan of Reorganization • December 19th, 2003 • Lions Gate Investment LTD • Crude petroleum & natural gas • Delaware
LOCK-UP AGREEMENT REGARDING THE ISSUANCE OF PUBCO MERGER SHARES OF DOBI MEDICAL SYSTEMS, INC. COMMON STOCK
Lock-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.

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