AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among BROADCAST INTERNATIONAL, INC., ALTA ACQUISITION CORPORATION and ALLDIGITAL HOLDINGS, INC. Dated as of January 6, 2013Agreement and Plan of Merger and Reorganization • January 7th, 2013 • Alldigital Holdings, Inc. • Retail-auto & home supply stores • California
VOTING AGREEMENTVoting Agreement • January 7th, 2013 • Alldigital Holdings, Inc. • Retail-auto & home supply stores • Utah
THIS VOTING AGREEMENT (this “Agreement”), dated as of January 6, 2013, between the undersigned stockholders (“Stockholders”) of AllDigital Holdings, Inc., a Nevada corporation (the “Company”), and Broadcast International, Inc., aUtah corporation (“Parent”).
PROFESSIONAL SERVICES AGREEMENTProfessional Services Agreement • January 7th, 2013 • Alldigital Holdings, Inc. • Retail-auto & home supply stores • California
This Professional Services Agreement (“Agreement”), is entered into as of January 6, 2013 (the “Effective Date”) by and between AllDigital, Inc., a California Corporation with its principal place of business at 220 Technology Drive, Suite 100, Irvine, CA 92618 (“Company”) and Broadcast International, Inc., a Utah Corporation, with its principal place of business at 7050 Union Park Center #600, Salt Lake City, Utah 84047 (“Customer”).
VOTING AGREEMENTVoting Agreement • January 7th, 2013 • Alldigital Holdings, Inc. • Retail-auto & home supply stores • Utah
THIS VOTING AGREEMENT (this “Agreement”), dated as of January 6, 2013, between the undersigned stockholders (“Stockholders”) of Broadcast International, Inc., a Utah corporation (“Parent”), and AllDigital Holdings, Inc., aNevada corporation (the “Company”).
