MMA MEDIA INC. WARRANTMMA Media Inc. • January 30th, 2008 • Services-management consulting services • California
MMA MEDIA INC., a Delaware corporation (the “Company”), hereby certifies that, for value received, ARC Investment Partners, LLC, a Delaware limited liability company, or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of 4,169,951 shares of common stock (on a post-stock split basis after taking into account the reverse stock split described in Section 9(a) below) $0.001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $1.08 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”). The Warrant Shares shall vest and are exercisable in accordance with Section 4 at any time and from time to time from and after the date hereof through and including the 60 month anniversary of the date hereof (the “Expiration Date”), and subject to the terms and conditions set forth herein. This Warrant (this “Warran
ASSET PURCHASE AGREEMENT DATED AS OF JANUARY 25, 2008 BY AND BETWEEN MMA ACQUISITION COMPANY, as Buyer, and MMA MEDIA INC., as SellerAsset Purchase Agreement • January 30th, 2008 • MMA Media Inc. • Services-management consulting services • Delaware
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 30th, 2008 • MMA Media Inc. • Services-management consulting services • Delaware
THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties covenant and agree as follows:
CONSULTING AGREEMENTConsulting Agreement • January 30th, 2008 • MMA Media Inc. • Services-management consulting services • California
This Consulting Agreement (this “Agreement”) is dated as of January 24, 2008, between MMA Media Inc., a Delaware corporation (the “Company”), and ARC Investment Partners, LLC, a Delaware limited liability company (“Consultant”).
