MGN Technologies, Inc. Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • Washington

This Consulting Agreement (the "Agreement") is effectively dated April 1, 2005 (the "Effective Date") by and between Ignition Technologies, Inc. DBA Mobile Gaming Now ("Client") and DVRC ("Consultants").

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THIS SECOND AMENDING AGREEMENT made and dated for reference the 25th day of July, 2003. AMONG:
Second Amending Agreement • July 12th, 2004 • Tryx Ventures Corp • Metal mining

TRYX VENTURES CORP., a body corporate, incorporated under the laws of British Columbia, having its head office at Suite 314 - 837 West Hastings Street, Vancouver, British Columbia V6C IB6

MGN Technologies Inc. (OTC BB: MGNLF) doing business as Mobile Gaming Now (the “Company”) has signed a letter of intent with InfoByPhone, Inc. d/b/a AskMeNow, a wholly owned subsidiary of Ocean West Holding Corp. (OTC BB: OWHC) for a license agreement...
MGN Technologies, Inc. • May 11th, 2006 • Services-prepackaged software

The proposed license agreement contemplates Mobile Gaming Now providing AskMeNow a license to the Company’s mobile gaming platform which includes Internet casino games for the PC and mobile, game servers, merchant processing, administration and reporting, hosting and licensed operations in order to enable AskMeNow to pursue play for prizes under US and Canadian Sweepstakes law.

GENERAL SECURITY AGREEMENT
General Security Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

TRYX VENTURES CORP., a British Columbia company, with a registered office at 314 – 837 West Hastings Street, Vancouver, British Columbia V6C 3N6

Don Currie
Consulting Agreement • March 15th, 2006 • MGN Technologies, Inc. • Services-prepackaged software

CONSULTING AGREEMENT between MGN Technologies, Inc. and ECON Investor Relations (ECON) www.GamingIndustryStocks.com and www.InvestorIdeas.com

INTELLECTUAL PROPERTY DEVELOPMENT AND TRANSFER AGREEMENT
Intellectual Property Development and Transfer Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

This Intellectual Property Development and Transfer Agreement (this "Agreement") is made as of Monday, January 10th, 2005 (the "Effective Date"), between MobileGamingNow Inc. (the "Company") and Illuminated Technologies, Inc., a British Columbia corporation (the "Developer").

LOAN AGREEMENT
Loan Agreement • May 22nd, 2006 • MGN Technologies, Inc. • Services-prepackaged software • Washington

This Loan Agreement (“Agreement”), dated as of March 27, 2006, is executed by MGN Technologies, Inc., a British Columbia corporation (“Borrower”) in favor of Alliance Capital Ventures, LLC, a Washington limited liability company (“Lender”).

THIS AGREEMENT made and dated for reference the 15th day of February, 2000. AMONG:
Agreement • August 8th, 2003 • Tryx Ventures Corp • British Columbia

TRYX VENTURES CORP., a body corporate, incorporated under the laws of British Columbia, having its head office at Suite 314 - 837 West Hastings Street, Vancouver, British Columbia V6C 1B6

LETTER OF AGREEMENT RE: PURCHASE OF NATIONAL RADIO MEDIA WITH AMERICAN SCENE RADIO FROM THE MONEY CHANNEL
Letter of Agreement • March 15th, 2006 • MGN Technologies, Inc. • Services-prepackaged software • Florida

This Letter of Agreement is between the parties: The Money Channel, Inc. (MCH), which owns and produces the Radio Program “American Scene” referred to as “ASR”, and MGN Technologies, Inc., the Buyer of Programming and related Media, and referred to herein as “Buyer”.

STOCK OPTION AGREEMENT (2007 Stock Option Plan – Consultant)
Stock Option Agreement • June 18th, 2007 • MGN Technologies, Inc. • Services-prepackaged software • British Columbia

This STOCK OPTION AGREEMENT is made effective as of this 12th day of June, 2007 between MGN TECHNOLOGIES, INC., a British Columbia corporation, (the “Company”) and _________________________ (the “Consultant”).

PURCHASE, SALE AND ASSUMPTION AGREEMENT
Purchase and Sale Agreement • March 8th, 2005 • Tryx Ventures Corp • Metal mining • Nevada

IN CONSIDERATION of the premises, mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:

THIS AGREEMENT (the "Agreement") is made this 22 day of December 2005 (the "Effective Date")
This Agreement • February 22nd, 2006 • MGN Technologies, Inc. • Services-prepackaged software • British Columbia
INVESTOR RELATIONS CONSULTING AGREEMENT
Consulting Agreement • March 15th, 2006 • MGN Technologies, Inc. • Services-prepackaged software

Whereas, MGN Technologies, Inc., is a newly publicly traded company on the OTC BB: MGNLF, with offices located at 1505 – 409 Granville Street, Vancouver, BC (hereinafter referred to as the “Company”) which seeks to engage with professional outstide consultants in order to expand its shareholder base and raise investor awareness.

DEBT SETTLEMENT LETTER
Debt Settlement Letter • July 20th, 2007 • MGN Technologies, Inc. • Services-prepackaged software

THIS DEBT SETTLEMENT AGREEMENT (hereinafter referred to as the "Agreement"), dated as of the June 6, 2007, is entered into by and between MGN Technologies, Inc., a corporation authorized and existing pursuant to the laws of the Province of British Columbia (the "Corporation"), and the creditor <>, a corporation in British Columbia (the "Creditor").

UNWIND AGREEMENT
Unwind Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

TRYX VENTURES CORP., a Nevada corporation having offices at #314 -837 West Hastings Street Vancouver, British Columbia, Canada, V6C 3N6

PURCHASE, SALE AND ASSUMPTION AGREEMENT
Purchase and Sale Agreement • March 8th, 2005 • Tryx Ventures Corp • Metal mining • Nevada

IN CONSIDERATION of the premises, mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:

LOAN AGREEMENT
Loan Agreement • August 21st, 2006 • MGN Technologies, Inc. • Services-prepackaged software • British Columbia

This Loan Agreement (“Agreement”), dated as of April 27, 2006, is executed by MGN Technologies, Inc. a British Columbia corporation (“Borrower”) in favor of Abettor Agencies, Ltd., a British Columbia corporation (“Lender”).

Contract
Development Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining

Illuminated Technologies Inc The United Kingdom Building Suite 1588 - 409 Granville Street Vancouver BC V6C 1T2 Canada http://IlluminatedTechnologies.com info@IlluminatedTechnologies.com T: 604 488 0266 F: 604 602 7280

THIS AGREEMENT (the "Agreement") is made this 22 day of December 2005 (the "Effective Date")
This Agreement • February 22nd, 2006 • MGN Technologies, Inc. • Services-prepackaged software • British Columbia
THIS THIRD AMENDING AGREEMENT made and dated effective the 15th day of February, 2004 AMONG:
Third Amending Agreement • July 12th, 2004 • Tryx Ventures Corp • Metal mining

TRYX VENTURES CORP., a body corporate incorporated under the laws of British Columbia, having its head office at Suite 314 - 837 West Hastings Street, Vancouver, British Columbia V6C 1B6

SHARE EXCHANGE AGREEMENT
The Share Exchange Agreement • August 8th, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree each with the other as follows:

THIS AMENDING AGREEMENT made and dated for reference the 15th day of February, 2002. AMONG:
Amending Agreement • August 8th, 2003 • Tryx Ventures Corp

TRYX VENTURES CORP., a body corporate, incorporated under the laws of British Columbia, having its head office at Suite 314 - 837 West Hastings Street, Vancouver, British Columbia V6C IB6

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CREDIT FACILITY AGREEMENT
Credit Facility Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

TRYX VENTURES CORP., a British Columbia company, with a registered office at 314-837 West Hastings Street, Vancouver, British Columbia

FIRST AMENDMENT TO CREDIT FACILITY AGREEMENT
Credit Facility Agreement • November 20th, 2006 • MGN Technologies, Inc. • Services-prepackaged software

This First Amendment to the Credit Facility Agreement (“Amendment”) is entered into and effective this 31st day of August, 2006 by and between MGN Technologies, Inc. (the “Borrower”) and Androgas Property S.A. (the “Lender”).

UNWIND AGREEMENT
Unwind Agreement • October 31st, 2005 • Tryx Ventures Corp • Metal mining • British Columbia

TRYX VENTURES CORP., a Nevada corporation having offices at #314 - 837 West Hastings Street Vancouver, British Columbia, Canada V6C 3N6

FIRST AMENDMENT TO LOAN AGREEMENT
Loan Agreement • August 21st, 2006 • MGN Technologies, Inc. • Services-prepackaged software

This First Amendment to Loan Agreement (“Amendment”) is entered into and effective this 30th day of June, 2006 by and between MGN Technologies, Inc., a British Columbia corporation (“Borrower”) in favor of Alliance Capital Ventures, LLC, a Washington limited liability company (“Lender”).

CONSULTING AGREEMENT
Consulting Agreement • March 15th, 2006 • MGN Technologies, Inc. • Services-prepackaged software • North Carolina

THIS AGREEMENT is between MGN Technologies, Inc., a corporation organized under laws of the Province of British Columbia, whose address is #1505 - 409 Granville Street, Vancouver, BC V6C 1T2 (hereinafter referred to as the “Company”); and ATLANTA CAPITAL PARTNERS, LLC a corporation organized under laws of the State of Georgia, located at 507 North Little Victoria Road, Woodstock, Georgia 30189 (hereinafter referred to as the “Consultant”).

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