Tea Party Acquisition Corp. Sample Contracts

TENDER AND STOCKHOLDER SUPPORT AGREEMENT
Tender and Stockholder Support Agreement • July 30th, 2007 • Tea Party Acquisition Corp. • Radiotelephone communications • Massachusetts

This TENDER AND STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”), dated July , 2007, is by and among Megasoft Limited, a company incorporated in India under the provisions of the Companies Act, 1956 (“Parent”), Tea Party Acquisition Corp., a Massachusetts corporation (“Purchaser”), and certain stockholders of Boston Communications Group, Inc., a Massachusetts corporation (the “Company”), set forth on Schedule I hereto (each a “Stockholder” and, collectively the “Stockholders”).

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NON-DISCLOSURE AGREEMENT
Non-Disclosure Agreement • July 30th, 2007 • Tea Party Acquisition Corp. • Radiotelephone communications

XIUS, a Division of Megasoft Limited a company incorporated in India under the provisions of the Companies Act, 1956 and having its Principal Place of Business at Reliance Classic, 3rd Floor, Road # 1, Banjara Hills, Hyderabad, A.P. 500 034, India (hereinafter referred to as “XIUS” which expression shall mean and include unless repugnant to the context, its successors and permitted assigns) and

July 6, 2007
Tea Party Acquisition Corp. • July 30th, 2007 • Radiotelephone communications
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