Magnetar Capital Partners LP Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 13th, 2008 • Magnetar Capital Partners LP • Services-advertising • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 20, 2006, by and among Think Partnership Inc., (formerly known as CGI Holding Corporation), a Nevada corporation, with headquarters located at 5 Revere Drive, Suite 510, Northbrook, Illinois 60062 (the "Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

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EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • February 17th, 2009 • Magnetar Capital Partners LP • Services-business services, nec

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Access Integrated Technologies, Inc. dated as of February 17, 2009 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 13th, 2008 • Magnetar Capital Partners LP • Services-advertising • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 20, 2006, by and among Think Partnership Inc. (formerly known as CGI Holding Corporation), a Nevada corporation, with headquarters located at 5 Revere Drive, Suite 510, Northbrook, Illinois 60052 (the “Company”), and the undersigned buyers (each, a “Buyer”, and collectively, the “Buyers”).

JOINT FILING AGREEMENT
Joint Filing Agreement • March 13th, 2008 • Magnetar Capital Partners LP • Services-advertising

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

JOINT FILING AGREEMENT
Joint Filing Agreement • September 5th, 2007 • Magnetar Capital Partners LP • Blank checks

In accordance with Rule 13d-1(k), as promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of 180 Connect Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of September 4, 2007.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 13th, 2008 • Magnetar Capital Partners LP • Services-advertising • Illinois

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 30, 2006, by and among Think Partnership Inc., a Nevada corporation (the “Company”), the selling stockholders identified in the signature pages hereto (each, a “Selling Stockholder” and collectively, the “Selling Stockholders”) and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).

JOINT FILING AGREEMENT
Joint Filing Agreement • April 9th, 2008 • Magnetar Capital Partners LP • Services-advertising

The undersigned acknowledge and agree that the foregoing Amendment No. 1 to Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to the Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • February 17th, 2009 • Magnetar Capital Partners LP • Services-amusement & recreation services

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Multimedia Games, Inc. dated as of February 17, 2009 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

THINK PARTNERSHIP INC. CONFIDENTIALITY AGREEMENT
Confidentiality Agreement • April 9th, 2008 • Magnetar Capital Partners LP • Services-advertising • Florida

THIS CONFIDENTIALITY AGREEMENT dated as of date last appearing below, by and between THINK PARTNERSHIP INC., a Nevada corporation (“THK”), and Magnetar Capital LLC and its affiliates (the “Undersigned”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 13th, 2008 • Magnetar Capital Partners LP • Services-advertising • Illinois

This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2006, among the selling stockholders identified on the signature page hereto (each, a “Selling Stockholder,” and collectively, the “Selling Stockholders”), Think Partnership Inc., a Nevada corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

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