0001144204-09-043674 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • August 14th, 2009 • Worldgate Communications Inc • Cable & other pay television services • Pennsylvania

This EMPLOYMENT AGREEMENT (as amended, supplemented or extended from time to time, this “Agreement”) is entered into as of April 6, 2009 (the “Effective Date”), by and between WorldGate Service, Inc. (the “Company”) and James McLoughlin (“Employee”).

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REGISTRATION RIGHTS AND GOVERNANCE AGREEMENT
Registration Rights and Governance Agreement • August 14th, 2009 • Worldgate Communications Inc • Cable & other pay television services • New York

This REGISTRATION RIGHTS AND GOVERNANCE AGREEMENT (this “Agreement”) is made as of April 6, 2009 by and among (i) WorldGate Communications, Inc., a Delaware corporation (the “Company”), (ii) WGI Investor LLC, a Delaware limited liability company (the “Purchaser”), and (iii) ACN Digital Phone Service, LLC, a Delaware limited liability company (“ACN”).

ACN CONSUMER COMMUNICATIONS EQUIPMENT MASTER PURCHASE AGREEMENT
Master Purchase Agreement • August 14th, 2009 • Worldgate Communications Inc • Cable & other pay television services • New York

This Master Purchase Agreement (hereinafter referred to as this “Agreement”), dated as of April 6, 2009 (the "Effective Date"), is made and entered into by and between ACN Digital Phone Service, LLC, a Delaware limited liability company, with its principal place of business at 1000 Progress Place, Concord, NC, 28025 (hereinafter referred to as “ACN”), and Ojo Video Phones LLC, a Pennsylvania limited liability company, with its principal place of business at 3190 Tremont Avenue, Trevose, PA 19053 (hereinafter referred to as “Seller”). Seller and ACN are individually referred to herein as a “Party” and together as the “Parties.”

and Manufacturing Assistance Agreement
Manufacturing Assistance Agreement • August 14th, 2009 • Worldgate Communications Inc • Cable & other pay television services • New York

This Software Development and Integration and Manufacturing Assistance Agreement (this “Agreement”) is made as of April 6, 2009 between ACN Digital Phone Service, LLC, a Delaware limited liability company with its principal place of business at 1000 Progress Place, Concord, NC 28025 (“ACN”), and Ojo Video Phones LLC, a Pennsylvania limited liability company with its principal place of business at 3190 Tremont Avenue, Trevose, PA 19053 (“OJO” and together with ACN, the “Parties” or a “Party” as the case may be).

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