Unassociated Document


    Exhibit
      10.3

     

    GEN2MEDIA
      CORPORATION

     

    LOCK
      UP/LEAK OUT AGREEMENT

     

    


     

    This
      Agreement is entered into by and
      between Gen2Media Corporation (“the Company”) and
      ________________________________________, (“Shareholder”).

     

    
      	
              1.  

            	
              Shareholder
                owns certain shares (“the Shares”) of common stock of the Company having
                purchased the Shares pursuant to the terms of a Subscription Agreement
                entered into between the parties of even date
                herewith.

            


    

     

    
      	
              2.  

            	
              The
                Parties are also parties to a Registration Rights Agreement, of even
                date
                herewith, pursuant to which the Company has agreed to register the
                Shares
                for resale as publicly traded
                shares.

            


    

     

    
      	
              3.  

            	
              The
                Company desires to provide for an orderly liquidation of all of the
                shares
                of the Company for the purpose of protecting shareholder value for
                all
                shareholders, and therefore has required the execution of this Lock
                up/Leak out Agreement by all shareholders that purchased shares in
                the
                Private Placement offered by the
                Company.

            


    

     

    
      	
              4.  

            	
              Upon
                registration of the Shares by the Company, and once the Share become
                eligible for trading on either the OTC Bulletin Board, the OTC Pink
                Sheets
                or any other recognized exchange, the Company will release for sale
                to
                Shareholder 10% of Shareholders shares each 30 days
                thereafter.

            


    

     

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

     

    
      	
              5.  

            	
              Once
                registered, Shareholder shall deposit 100% of his shares into the
                escrow
                account with the corporate attorney for the Company, and shall receive
                10%
                of those shares each 30 days until Shareholder  has received
                100% of his or her shares.

            


    

     

    
      	
              6.  

            	
              During
                the 10 month lock up and leak out period, Shareholder agrees that
                it will
                not take any action whatsoever to attempt to sell, transfer, liquidate
                or
                hypothecate any of the Shares other than those which have been released
                hereunder, and Shareholder agrees that it will not take any action
                to
                “sell short” any of those shares. However, once a 10% block of the Shares
                has been released to the Shareholder, the Shareholder shall be free
                from
                any restriction, and shall be entitled to sell, or otherwise dispose
                of
                the Shares.

            


    

     

    
      	
              7.  

            	
              The
                Company shall have the right, in its sole discretion, to waive any
                part or
                all of the requirements of this Agreement, and may also allow certain
                private transfers of the Shares, however, in the event of a private
                transfer, the transferee shall be required to execute an Agreement
                in
                substantially the same form as this
                Agreement.

            


    

     

    
      	
              8.  

            	
              This
                Agreement is governed under Nevada Law, however, shall be enforceable
                in a
                court of competent jurisdiction in Orange County, Fl. This Agreement
                is
                the complete agreement between the parties with regard to the matters
                herein contained, and any modification of this Agreement shall only
                be
                valid if it is in writing and signed by all
                parties.

            


    

     

    Wherefore,
      this Agreement is executed this _______ day of ___________________________,
      2007.

     

    Gen2MEDIA
      Corporation                                                                                           Shareholder

     

    


     

    _____________________________________                                                  _______________________________________

     

    By:                                                                                                                                 
      By:

     

     

     

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