0001493152-22-024166 Sample Contracts

ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE February 17, 2024
Madison Technologies Inc. • August 26th, 2022 • Retail-miscellaneous retail • New York

THIS ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued debt obligation of Madison Technologies, Inc., a Nevada corporation (the “Company” or the “Borrower”), having its principal place of business at 450 Park Avenue, New York, NY 10022, designated as its Original Issue Discount Senior Secured Convertible Promissory Note due February 17, 2024 (the “Note”).

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SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • August 26th, 2022 • Madison Technologies Inc. • Retail-miscellaneous retail • Nevada

This SHARE EXCHANGE AGREEMENT (the “Agreement”), is made and entered into as of February 16, 2021, by and among Madison Technologies, Inc., a Nevada corporation (the “Buyer”), Sovryn Holdings, Inc., a Delaware corporation (the “Company”), and the shareholders of the Company identified on Exhibit A attached hereto (each a “Shareholder” and collectively, the “Shareholders”).Capitalized terms used in this Agreement are defined in Annex A attached hereto.

ASSIGNMENT AGREEMENT
Assignment Agreement • August 26th, 2022 • Madison Technologies Inc. • Retail-miscellaneous retail • New York

ASSIGNMENT AGREEMENT (the “Agreement”), dated as of July 20, 2020, by and between Joseph Gallo (“Assignor”) and Jeffrey M. Canouse (“Assignee”).

ACQUISITION AGREEMENT
Acquisition Agreement • August 26th, 2022 • Madison Technologies Inc. • Retail-miscellaneous retail • Nevada

THIS ACQUISITION AGREEMENT, dated as of July 17, 2020 (this “Agreement”), is by and among MADISON TECHNOLOGIES, INC., a publicly traded Nevada corporation (“MDEX”), and LUXURIE LEGS, LLC, a Delaware limited liability company and holder of the Casa Zeta-Jones Brand Licensing Agreement (the “Seller”).

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