COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of MATINEE MEDIA CORPORATIONMatinee Media CORP • February 15th, 2008 • Retail-computer & computer software stores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after April 3, 2006 (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Matinee Media Corporation, a Texas corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock, no par value per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 15th, 2008 • Matinee Media CORP • Retail-computer & computer software stores
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 3, 2006, among Matinee Media Corporation, a Texas corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
LEASE AGREEMENT BY AND BETWEEN DESTA FIVE PARTNERSHIP, LTD. As LANDLORD, and MATINEE MEDIA CORP. As TENANTLease Agreement • April 11th, 2008 • Matinee Media CORP • Radio broadcasting stations • Texas
This Lease Agreement (“Lease”) is entered into as of the Effective Date specified in the Basic Lease Provisions by and between Landlord and Tenant. The Basic Lease Provisions attached hereto and the defined terms set out therein are hereby incorporated herein by reference.
OPTION AGREEMENT RECITALSOption Agreement • February 15th, 2008 • Matinee Media CORP • Retail-computer & computer software stores • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • February 15th, 2008 • Matinee Media CORP • Retail-computer & computer software stores • Texas
This Employment Agreement (this “Agreement”) is made as of September 20, 2006, by and between Matinee Media Corporation, a Texas corporation (the “Company”), and Robert W. Walker, an individual residing in Austin, Texas (“Employee”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 22nd, 2006 • Filtering Associates Inc • Retail-computer & computer software stores
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the “Amendment”) is entered into as of December 18, 2006, by and among FILTERING ASSOCIATES, INC., (“FAI”), a Nevada corporation, and Kevin Frost and Edward Wiggins, individual stockholders of FAI (the “FAI Stockholders”), on the one hand, and MATINEE MEDIA CORPORATION, a Texas corporation (the “Company”), on the other hand.
RECITALS:Consulting Agreement • August 20th, 2004 • Filtering Associates Inc • Services-prepackaged software • Florida
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 5th, 2007 • Filtering Associates Inc • Retail-computer & computer software stores
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the “Amendment”) is entered into as of May 31, 2007, by and among FILTERING ASSOCIATES, INC., (“FAI”), a Nevada corporation, and Kevin Frost and Edward Wiggins, individual stockholders of FAI (the “FAI Stockholders”), on the one hand, and MATINEE MEDIA CORPORATION, a Texas corporation (the “Company”), on the other hand.
AGREEMENT OF INDEMNIFICATIONAgreement of Indemnification • October 22nd, 2008 • Matinee Media CORP • Radio broadcasting stations • Texas
This Agreement of Indemnification (“Agreement”) is made and entered into as of October 22, 2008, by and between Matinee Media Corporation, a Nevada corporation (“Matinee”), and Robert W. Walker, a resident of the State of Texas (“Walker”).
THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 20th, 2007 • Filtering Associates Inc • Retail-computer & computer software stores
THIS THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the “Amendment”) is entered into as of September 17, 2007, by and among FILTERING ASSOCIATES, INC., (“FAI”), a Nevada corporation, and Kevin Frost and Edward Wiggins, individual stockholders of FAI (the “FAI Stockholders”), on the one hand, and MATINEE MEDIA CORPORATION, a Texas corporation (the “Company”), on the other hand.
SUBLEASE AGREEMENTSublease Agreement • April 11th, 2008 • Matinee Media CORP • Radio broadcasting stations • Texas
This Sublease Agreement (this “Sublease”) is made as of the 7th day of April, 2006, by and between Sheshunoff Management Services, L.P., a Texas limited partnership (“Sublessor”) formerly known as Alex Sheshunoff Management Services, L.P., and Matinee Media Corporation, a Texas corporation (“Sublessee”). Any capitalized tern not defined herein shall have the meaning provided in the Primary Lease (as defined below).
SUBSCRIPTION AGREEMENT Filtering Associates, Inc. 5109 River Avenue, Suite B Newport Beach, California 92663 The undersigned has received and read the prospectus dated ____________, 2002 ("Prospectus"), and hereby subscribes for _____________ shares...Subscription Agreement • June 20th, 2002 • Filtering Associates Inc • Services-prepackaged software
AGREEMENT AND PLAN OF MERGERExhibit 10 Agreement and Plan of Merger • April 17th, 2006 • Filtering Associates Inc • Retail-computer & computer software stores • Texas
AGREEMENT AND PLAN OF MERGER (“Merger Agreement”) made this 13th day of April, 2006 by and among FILTERING ASSOCIATES, INC., (“FAI”), a Nevada corporation, and Kevin Frost and Edward Wiggins, individual stockholders of FAI (the “FAI Stockholders”), on the one hand, and MATINEE MEDIA CORPORATION, a Texas corporation (the “Company”), on the other hand.
DF3 TECHNOLOGIES, LLC RESELLER AGREEMENTTechnologies, LLC Reseller Agreement • January 23rd, 2002 • Filtering Associates Inc • Nevada
