MASTER LEASE AGREEMENT (the “Master Lease”)Master Lease Agreement • February 12th, 2013 • JMG Exploration, Inc. • Crude petroleum & natural gas
NOW, THEREFORE, in consideration of the mutual covenants hereinafter expressed and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
WARRANT A TO PURCHASE COMMON STOCKJMG Exploration, Inc. • February 12th, 2013 • Crude petroleum & natural gas • Nevada
THIS CERTIFIES THAT, for value received, ___________, or its successors or assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from JMG Exploration, Inc., a Nevada corporation (the “Company”), with its principal office at 600 Brand Blvd., Suite 230, Glendale, California 91203, up to a maximum of _____________ shares (__________ post-reverse split shares) of the Common Stock of the Company (the “Common Stock”), as provided herein.
ASSIGNMENT OF INTELLECTUAL PROPERTY AGREEMENT February 6, 2013Assignment of Intellectual Property Agreement • February 12th, 2013 • JMG Exploration, Inc. • Crude petroleum & natural gas • Delaware
This Assignment of Intellectual Property Agreement (the “Agreement”) is entered into by and among Travora Media, Inc., a Delaware corporation (“Assignor”), and Travora Networks, Inc., a Delaware corporation (“TNI”), or such affiliate of TNI as TNI directs (either TNI or an affiliate of TNI as TNI directs, “Assignee”).
Lock-Up AgreementLock-Up Agreement • February 12th, 2013 • JMG Exploration, Inc. • Crude petroleum & natural gas • Delaware
Travora Networks, Inc.Letter Agreement • February 12th, 2013 • JMG Exploration, Inc. • Crude petroleum & natural gas • Massachusetts
Master Lease Agreement No. 527 dated as of January 13, 2012, by and between Travora Media, Inc. (“ Travora”) and Eastward Capital Partners V, L.P. (“Eastward”) (the “ Master Lease Agreement”) and the Rental Schedule and Acceptance Certificate No. 527-01 dated as of January 13, 2012 by and between Travora and Eastward (the “ Schedule”) to Master Lease Agreement.
ASSET PURCHASE AGREEMENT by and among TRAVORA NETWORKS, INC. JMG EXPLORATION, INC. and TRAVORA MEDIA, INC. DATED February 6, 2013Asset Purchase Agreement • February 12th, 2013 • JMG Exploration, Inc. • Crude petroleum & natural gas • Delaware
This Asset Purchase Agreement (this “ Agreement”) is made and entered into as of February 6, 2013 (“Agreement Date”), by and among JMG Exploration, Inc., a Nevada corporation (the “ Parent”) (solely for purposes of Sections 4 and 7 of this Agreement), Travora Networks, Inc., a Delaware corporation (the “ Purchaser”) and Travora Media, Inc., a Delaware corporation (the “Seller”). Certain capitalized terms used herein are defined in Exhibit A.
