0000912057-00-026065 Sample Contracts

BY AND AMONG
Stockholders Agreement • May 23rd, 2000 • Path 1 Network Technologies Inc • Services-business services, nec • Delaware
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BY AND BETWEEN
Agreement of Purchase and Sale • May 23rd, 2000 • Path 1 Network Technologies Inc • Services-business services, nec • Delaware
AND -
Technology License Agreement • May 23rd, 2000 • Path 1 Network Technologies Inc • Services-business services, nec • New York
LOCK UP AGREEMENT
Up Agreement • May 23rd, 2000 • Path 1 Network Technologies Inc • Services-business services, nec

The undersigned, holders in the aggregate of 3,595,000 shares of common stock, $.001 par value of Path 1 Network Technologies Inc. ("Path 1") ("Shares"), hereby agree that until February 1, 2000, none of them shall either offer for sale or sell any Shares, except for Franklin S. Felber ("Felber") who has the right to sell Shares pursuant to the terms of a separate Option Agreement dated today (the "Option Agreement") between Felber and Jyra Research Inc. ("Jyra") pursuant to which Felber has granted to Jyra an irrevocable option to purchase up to 255,640 Shares. The restrictions agreed to herein shall automatically lapse and be of no force or effect in the event of any sales made in the context of a tender offer, merger, or other takeover involving Path 1.

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