EXHIBIT
      4.3

     

    October
      27, 2006

    


    Tompkins
      Capital Group

    488
      Madison Avenue,

    New
      York,
      New York 10022

    Attention:
      Mr. Mark N. Tompkins

    


    Mr.
      Tompkins:

    


    Reference
      is made to that certain Term Sheet (the “Term Sheet”), dated August 21, 2006,
      relating to a proposed business combination between GoFish Corporation (f/k/a
      Unibio Inc.), a Nevada corporation (the “Company”) and GoFish Technologies,
      Inc., a California corporation (“GoFish”), and a related private placement
      financing (the “Transactions”). In connection with the Transactions, the
      Company, GoFish, GF Acquisition Corp., a California corporation, ITD Acquisition
      Corp., a Delaware corporation, and Internet Television Distribution Inc., a
      Delaware corporation (“ITD”), entered into that certain Agreement and Plan of
      Merger and Reorganization (the “Merger Agreement”), dated as of October 27,
      2006, pursuant to which GoFish shareholders received common stock, par value
      $0.001 per share, of the Company (the “Common Stock”) in consideration for
      shares of GoFish held by them at the effective time of the merger. In accordance
      with the Merger Agreement, among other things, ITD Acquisition Corp. will merge
      with and into ITD, with ITD remaining as the surviving entity and a wholly-owned
      subsidiary of the Company. As a result, the Company will issue up to 3,500,000
      shares of Common Stock to the sold stockholder of ITD, Internet Television
      Distribution LLC, in which Tabreez Verjee and Riaz Valani are the only members.
      In consideration of the Company, GoFish and ITD entering into the Transactions,
      and for Tompkins Capital Group to facilitate the Transactions and for other
      good
      and valuable consideration, the receipt and sufficiency of which are hereby
      acknowledged, the undersigned hereby agrees as follows:

    


    1. The
      undersigned hereby covenants and agrees, except as provided herein, not to
      (1)
      offer, sell, contract to sell or otherwise dispose of and (2) transfer title
      to
      (a “Prohibited Sale”) any of the shares (the “Acquired Shares”) of Common Stock
      acquired by the undersigned pursuant to or in connection with the Merger
      Agreement (including as a result of shares owned as a GoFish shareholder and
      shares owned beneficially as a member of Internet Television Distribution LLC),
      during the period commencing on the “Closing Date” (as that term is defined in
      the Term Sheet) and ending on the 24-month anniversary of the Closing Date
      (the
“Lockup Period”), without the prior written consent of the Company and Tompkins
      Capital Group (which consent shall not be unreasonably withheld).
      Notwithstanding the foregoing, the undersigned shall be permitted from time
      to
      time during the Lockup Period, without the prior written consent of the Company
      or Tompkins Capital Group, as applicable, (i) to acquire shares of Common Stock
      pursuant to the undersigned’s participation in the Company’s stock option plan,
      or (ii) to transfer all or any part of the Acquired Shares to any family member,
      for estate planning purposes or to an affiliate thereof (as such term is defined
      in Rule 405 under the Securities Exchange Act of 1933, as amended), provided
      that such transferee agrees with the Company and Tompkins Capital Group to
      be
      bound hereby, and in any transaction in which holders of the Common Stock of
      the
      Company participate or have the opportunity to participate pro rata, including,
      without limitation, a merger, consolidation or binding share exchange involving
      the Company, a disposition of the Common Stock in connection with the exercise
      of any rights, warrants or other securities distributed to the Company’s
      stockholders, or a tender or exchange offer for the Common Stock, and no
      transaction contemplated by the foregoing clauses (i) or (ii) shall be deemed
      a
      Prohibited Sale for purposes of this Letter Agreement.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    2. This
      Letter Agreement shall be governed by and construed in accordance with the
      laws
      of the State of New York, without regard to its conflict of laws
      principles.

    


    3. This
      Letter Agreement will become a binding agreement among the undersigned as of
      the
      Closing Date. This Letter Agreement (and the agreements reflected herein) may
      be
      terminated by the mutual agreement of the Company, Tompkins Capital Group and
      the undersigned, and if not sooner terminated, will terminate upon the
      expiration date of the Lockup Period. This Letter Agreement may be duly executed
      by facsimile and in any number of counterparts, each of which shall be deemed
      an
      original, and all of which together shall be deemed to constitute one and the
      same instrument. Signature pages from separate identical counterparts may be
      combined with the same effect as if the parties signing such signature page
      had
      signed the same counterpart. This Letter Agreement may be modified or waived
      only by a separate writing signed by each of the parties hereto expressly so
      modifying or waiving such agreement.

    
      	 	 	 
	 	Very
              truly
              yours,
	 
 	 
 	 
 
	 	  	/s/ Riaz
              Valani
	 	
              
Riaz
              Valani
	 	 



     

    Address:
      579
      University Ave., Palo Alto, CA 94301__

    Number
      of
      shares of Common Stock owned: __3,681,386
      (of which 21,360 shares are issuable upon exercise of warrants and 113,221
      shares are issuable upon exercise of options)

    Certificate
      Numbers: __________________