FORM OF LOCK-UP AND SHARE RELEASE AGREEMENTLock-Up and Share Release Agreement • August 18th, 2008 • Adex Media, Inc. • Services-business services, nec • Delaware
This Lock-Up and Share Release Agreement (“Agreement”) is entered into on this 12th, day of August, 2008 (the “Effective Date”), by and between AdEx Media Inc., a Delaware corporation (the “Company”) and ____________, an individual (“Shareholder”).
ADEX MEDIA, INC. EMPLOYMENT AGREEMENTEmployment Agreement • August 18th, 2008 • Adex Media, Inc. • Services-business services, nec • California
This Employment Agreement (“Agreement”) by and between AdEx Media, Inc., a Delaware corporation (“Employer”) and Dennis C. Hefter, an individual (“Employee”), is effective as of August 12, 2008 (“Effective Date”). In consideration of the mutual promises made herein, the Company and Employee agree as follows:
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between ADEX MEDIA, INC. and THE MEMBERS OF DIGITAL INSTRUCTOR, LLC August 12, 2008Membership Interest Purchase Agreement • August 18th, 2008 • Adex Media, Inc. • Services-business services, nec • Delaware
This Membership Interest Purchase Agreement (“Agreement”) dated as of August 12, 2008, is entered into by AdEx Media, Inc., a Delaware corporation (“Buyer”) and the Members of Digital Instructor, LLC, a Colorado limited liability company (the “Company”), listed on Schedule A attached hereto and incorporated herein by reference (each a “Member” and collectively, the “Members,” and with the Buyer, the “Parties” or individually “Party”).
SECURITY AGREEMENTSecurity Agreement • August 18th, 2008 • Adex Media, Inc. • Services-business services, nec • Delaware
THIS SECURITY AGREEMENT (this “Security Agreement”) is made as of August 12, 2008 (“Effective Date”) by and between AdEx Media, Inc., a Delaware corporation, with a principal place of business at 883 North Shoreline Blvd. #A200, Mountain View, Delaware 94043 (“Maker”) and Digital Equity Partners, LLC (the “Holder”).
