0001078782-11-000173 Sample Contracts

SHARE EXCHANGE AGREEMENT
Share 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.

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AGREEMENT, CONSENT AND WAIVER
Agreement, 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”).

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