REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 24, 2005, by and among Modern Technology Corp., a Nevada corporation with its headquarters located at 1420 N. Lamar Boulevard, Oxford, Mississippi 38655 (the "Company"), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the "Initial Investors").
SECURITY AGREEMENTSecurity Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
SECURITY AGREEMENT (this "Agreement"), dated as of January 24, 2005, by and among Modern Technology Corp., a Nevada corporation (the "Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
Intellectual Property Security Agreement (this "Agreement" dated as of January 24, 2005, by and among Modern Technology Corp., a Nevada corporation (the "Company"), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Secured Party").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of January 24, 2005, by and among Modern Technology Corp., a Nevada corporation, with headquarters located at 1420 N. Lamar Boulevard, Oxford, Mississippi 38655 (the "Company"), and each of the purchasers set forth on the signature pages hereto (the "Buyers").
ContractStock Purchase Warrant • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 24, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
GUARANTY AND PLEDGE AGREEMENT (this "Agreement"), dated as of January 25, 2005, among Modern Technology Corp., a Nevada corporation (the "Company"), Anthony K. Welch (the "Pledgor"), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the "Pledgees").
ContractStock Purchase Warrant • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JANUARY 24, 2005, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
AGREEMENT FOR SALE OF STOCK OF SOUND CITY, INC.Agreement for Sale of Stock • January 31st, 2005 • Modern Technology Corp • Services-management services • New Jersey
MODERN TECHNOLOGY CORP., a business corporation for profit duly organized and validly existing under the laws of the State of Nevada (hereinafter referred to as "MOTG"), having an address for purposes of this Agreement located at 1420 N. Lamar Blvd., Oxford MS 38655;
DEBENTURE PURCHASE AGREEMENTDebenture Purchase Agreement • January 31st, 2005 • Modern Technology Corp • Services-management services • New York
AGREEMENT made as of this 24th day of January 2005, by and among Modern Technology Corp., a Nevada corporation ("Buyer") and each of the sellers set forth on the signature page hereto (the "Sellers").
EMPLOYMENT AGREEMENT OF KAMEL YASSIN AND SHAREHOLDERS AGREEMENT OF SOUND CITY, INC.Employment Agreement of Kamel Yassin • January 31st, 2005 • Modern Technology Corp • Services-management services • New Jersey
KAMEL YASSIN ("Kamel"), an individual having an address for purposes of this Agreement located at 259 High Crest Drive, West Milford, New Jersey 07480;
