INDEMNIFICATION AGREEMENTIndemnification Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • Delaware
This Agreement, made and entered into as of the 29th day of February, 2012 (“Agreement”), by and between Ascend Acquisition Corp., a Delaware corporation (“Corporation”), and __________ (“Indemnitee”):
ASCEND ACQUISITION CORP. CONSULTING AGREEMENT (Non-Technical Consultant)Consulting Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This Consulting Agreement (this “Agreement”) is made and entered into as of February 29, 2012 (the “Effective Date”) by and between Ascend Acquisition Corp., a Delaware corporation (the “Company”), and Jonathan J. Ledecky (“Consultant”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This AGREEMENT dated as of February 29, 2012 between Craig dos Santos, residing at 509 Duboce Ave., San Francisco, CA 94117 (“Executive”), and ASCEND ACQUISITION CORP., a Delaware corporation having its principal office at _______________ (“Company”);
Rotvig Labs, LLCAscend Acquisition Corp. • March 6th, 2012 • Semiconductors & related devices
The undersigned are all of the Members of Rotvig Labs, LLC , a Limited Liability Company formed under the laws of the State of Delaware . The undersigned hereby adopt the following Operating Agreement pursuant to the LLC laws of the State of Delaware and do hereby certify and agree as follows:
MEMBERSHIP INTEREST AGREEMENT ROTVIG LABS, LLC a Delaware limited liability companyMembership Interest Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This Membership Interest Agreement (the “Agreement”) is made as of May 7, 2011, by and between all the Members of Rotvig Labs, LLC, a Delaware limited liability company, as listed on Exhibit A (the “Members”) and Concept Art House, Inc., a Delaware corporation ("CAH”).
ASCEND ACQUISITION CORP. Subscription Agreement INTRODUCTIONSubscription Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • Delaware
Ascend Acquisition Corp. (the “Company”) is a blank check company seeking to acquire a business or company or engage in another opportunity for its and its shareholders’ benefit. On December 30, 2011, the Company entered into a Merger Agreement and Plan of Reorganization (“Merger Agreement”) with Ascend Merger Sub, LLC, Andover Games, LLC (“Andover Games”) and the members of Andover Games. Upon the consummation of the transactions contemplated by the Merger Agreement, Andover Games will become a wholly-owned subsidiary of the Company. Pursuant to the Merger Agreement, the Company is obligated to use its commercial best efforts to raise at least $4 million of equity capital through the sale of the Company’s capital stock, of which at least $2 million must be raised simultaneously with the closing of the merger (although all may be raised simultaneously with the closing of the merger) and up to an additional $2 million may be raised within 30 days thereafter. The Company raising the firs
ANDOVER FUND, LLC LICENSE AGREEMENTLicense Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This License Agreement (this “Agreement”) is made and entered into as of May 18th, 2011 (the “Effective Date”), between the licensor, Andover Fund, LLC, a Delaware limited liability company (“Andover”), and the licensee, Infinitap Games (“Infinitap”).
OPERATING AGREEMENT FOR MEMBER-MANAGED Byte Factory LLC INTRODUCTIONOperating Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • Delaware
The undersigned are all of the Members of Byte Factory LLC, a Limited Liability Company formed under the laws of the State of Delaware. The undersigned hereby adopt the following Operating Agreement pursuant to the LLC laws of the State of Delaware, and do hereby certify and agree as follows:
DEVELOPMENT AND LICENSING AGREEMENTDevelopment And • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This Development and Licensing Agreement (the “Agreement”) is made by and between Andover Fund, LLC (“Andover”), a Delaware corporation, and Infinitap Games, LLC (“Infinitap”), a California limited liability company.
ROTVIG LABS, LLC SERVICE AND PROFIT SHARING AGREEMENTService and Profit Sharing Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This Service and Profit Sharing Agreement (the "Agreement") is made by and between Rotvig Labs, LLC, a Delaware limited liability company, with its principal place of business located at 427 N Tatnall St, #61508, Wilmington, Delaware 19801-2230 ("Rotvig Labs") and Concept Art House, Inc., a Delaware corporation, with its principal place of business located at 785 Market Street, Suite 1100, San Francisco, CA 94103 ("CAH") (each a "Party." collectively, the "Parties") and is entered into as of April 19_, 2011 (the "Effective Date").
Tapjoy Publisher Agreement: Term SheetAscend Acquisition Corp. • March 6th, 2012 • Semiconductors & related devices • California
Applications covered by this Agreement All existing publisher Applications All Applications launched during the Agreement Period
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • Delaware
This Note Purchase Agreement (this “Agreement”), is entered into as of August 31, 2011, by and among Ecko Entertainment, Inc., a Delaware corporation (the “Company”), and each of the undersigned purchasers (individually a “Purchaser,” and collectively, the “Purchasers”), listed on the Schedule of Purchasers attached hereto as Exhibit A (the “Schedule of Purchasers”).
GAME CLOSURE INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 6th, 2012 • Ascend Acquisition Corp. • Semiconductors & related devices • California
This Note Purchase Agreement (the “Agreement”) is made as of the 14th day of September, 2011 (the “Effective Date”) by and among Game Closure Inc., a Delaware corporation (the “Company”), and the persons named on the Schedule of Purchasers attached hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
