Exhibit 10.1


UNITED STATES DISTRICT COURT


CENTRAL DISTRICT OF CALIFORNIA


SOUTHERN DIVISION


 


	
        NATIONAL MERCHANT CENTER, INC., a California Corporation,

         

        Plaintiff,

         

        v.

         

        MEDIANET GROUP TECHNOLOGIES, INC. dba DUBLI.COM, a Nevada Corporation;
        and DOES 1 through 50, inclusive,

         

        Defendant.


 

 



         

        MEDIANET GROUP TECHNOLOGIES, INC.,

         

        Counterclaimant,

         

        v.

         

        NATIONAL MERCHANT CENTER, INC., FIRST DATA MERCHANT SERVICES
        CORPORATION and ROES 1 through 20, inclusive,

         

        Counterdefendants.


 

 

	
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        Case No. 8:11-cv-00433-AG-JCG

         

        DECLARATORY JUDGMENT IN FAVOR OF MEDIANET GROUP TECHNOLOGIES,
        INC. AND AGAINST NATIONAL MERCHANT CENTER AND FIRST DATA MERCHANT SERVICES, INC. ON MEDIANET'S DECLARATORY JUDGMENT CLAIM FOR IMMEDIATE
        RETURN OF RESERVE FUNDS [RULE 37]

         

         


Complaint Filed:February 9, 2011



 





Pursuant to Federal Rule of Civil Procedure
57 and 28 U.S.C. § 2201, in accordance with Federal Rule of Civil Procedure 58 and Whitaker v. Garcetti, 486 F.3d 572,
579 (9th Cir. 2007) (requiring a judgment to be set forth on separate document), and consistent with the Court’s Findings
of Fact and Conclusions of Law read into the record at the conclusion of the expedited one-day bench trial held on February 24,
2012 as to MediaNet Group Technologies, Inc.’s claim for Declaratory Relief,


 






    	 



    	 



    



 


IT IS ORDERED, ADJUDGED, AND DECREED: 


 


1.Declaratory judgment is entered in favor
of MediaNet Group Technologies, Inc. (“MEDIANET”) and against defendants National Merchant Center, Inc. (“NMC”)
and First Data Merchant Services Corporation (“FIRST DATA”) on MEDIANET’s claim for Declaratory Relief regarding
the issue of MEDIANET’s claim to the immediate return of $2,133,852.28 of MEDIANET's funds, which were being held in a reserve
account (the “Reserve Funds”).


 


2.MEDIANET is entitled to immediate possession
of the Reserve Funds in the amount of $2,133,852.28.


 


3.The Clerk of Court shall immediate release
to counsel for MEDIANET, all of the Reserve Funds which NMC deposited with the Court in Case No. 8:11-cv-00433-AG-JCG and Case
No. 2:12-cv-00865-AG-JCG.


 


4.NMC and FIRST DATA shall immediately
release to counsel for MEDIANET the remaining amount of the Reserve Funds.


 


5.MEDIANET is the prevailing party on
its claim for Declaratory Relief for the immediate return of the Reserve Funds, and may seek further relief in accordance with
28 U.S.C. § 2202.


 


IT IS SO ORDERED.


 


	Dated:  	March 28, 2012	 	/s/ Andrew J. Guilford
		 	Hon. Andrew J. Guilford
		 	Judge, United States District Court







 






    	 



    	 



    
 











	1	 	PROOF OF SERVICE
	 	 	 
	2	 	 





	 	 	 	 
	3	 	STATE OF CALIFORNIA	)
	 	 	 	)        ss.:
	4	 	COUNTY OF LOS ANGELES	)





	 	 	 	 
	5	 	NATIONAL MERCHANT CENTER v. MEDIANET GROUP TECHNOLOGIES
	 	 	8:11-cv-00433-AG-JCG	 





	6	 	 	 
	 	 	I am employed in the County of Los Angeles, State of California. I am over the age of 18 and not a party to the within action. My business address is 555 South Flower Street, Forty-Fifth Floor, Los Angeles, California 90071.
	7	 
	 	 
	8	 	 	 
	 	 	On March 16, 2012, I served the within document(s) described as:
	9	 	 	 
	 	 	NOTICE OF LODGING OF PROPOSED DECLARATORY JUDGMENT IN FAVOR OF MEDIANET GROUP TECHNOLOGIES, INC. AND AGAINST NATIONAL MERCHANT CENTER AND FIRST DATA MERCHANT SERVICES CORPORATION ON MEDIANET'S CLAIM FOR IMMEDIATE RETURN OF RESERVE FUNDS AND PROOF OF SERVICE
	10	 
	 	 
	11	 
	 	 	 	 
	12	 	on the interested parties in this action as stated below:
	 	 	 	 
	13	 	
        Jonathan G. Gabriel, Esq.

        
	 
	 	 	 	 
	14	 	
        Gary Salomons, Esq.

        
	 
	 	 	
        Jeffrey Alpert, Esq.

        
	 
	15	 	
        David S. Mayes, Esq.

        
	 
	 	 	
        GABRIELSALOMONS, LLP

        
	 
	16	 	
        16311 Ventura Blvd, Suite 970

        

        
	 
	 	 	Encino, CA 91436	 
	17	 	
        

        
	 
	 	 	818-906-3700	 
	18	 	818-906-2142	 
	 	 	 	 
	19	 	x (CM/ECF) Pursuant to the United States District Court Procedural Rules for Electronic Case Filing and the Case Management/Electronic Case Filing Rules, I electronically served the above-listed documents on the parties shown above for the above-entitled case, as listed above.
	 	 
	20	 
	 	 	 	 
	21	 	Executed on March 16, 2012, at Los Angeles, California.
	 	 	 	 
	22	 	I declare under penalty of perjury that I am employed in the office of a member of the bar of this Court at whose direction the service was made and that the foregoing is true and correct.
	 	 






	23	 	 	 	 
	 	 	 	 	 
	24	 	Annette F. Mijanovic	 	 
	 	 	(Type or print name)	 	(Signature)
	25	 	 	 	 
	 	 	 	 	 
	26	 	 	 	 
	 	 	 	 	 
	27	 	 	 	 
	 	 	 	 	 
	28	 	 	 	 



 





	LAW
                           OFFICES


 


HAIGHT, BROWN
&


BONESTEEL,
L.L.P.


Los Angeles

	 	DECLARATORY JUDGMENT