ex10_18.htm


     

    Exhibit
      10.18

     

    
      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                                      Media
        Production and Placement Agreement

    

    
      


       

      MEDIA
        PRODUCTION AND PLACEMENT AGREEMENT

    

    
      


       

      This
        Media Production and Placement Services Agreement, (the "Agreement") is entered
        into on the date indicated on the signature page (the "Effective Date"),
        by and
        among the Company (as defined on the signature page), and Media4Equity LLC,
        a
        Nevada corporation. ("M4E") (Company and M4E collectively the
        "Parties")

    

    
      Whereas
        M4E produces and distributes nationally syndicated print and broadcast features
        for its clients in exchange for equity positions in client businesses, and
        Company desires to utilize M4E's services to act as production and placement
        agency for Company's print and broadcast media campaign, the Parties therefore
        agree as follows:

    

    
      


       

      1.           MEDIA
        DUE.

       

    

    
      In
        consideration of the irrevocable Stock Transfer(s) hereunder, M4E shall
        irrevocably transfer a certificate (the "Media Due Bill") to the Company.
        The
        Media Due Bill shall be redeemable, exclusively by the Company, for an Ad
        Value
        Equivalent (defined in Section 3(C) below) of five hundred thousand dollars
        ($500,000.00).

    

    
       

      2.           CAMPAIGN

       

    

    
      A.           CONSULTATION.
        M4E shall consult with Company regarding the content of the media campaign.
        M4E
shall
        develop, write, edit and deliver proofs of any and all print media and any
        radio
        scripts to Company for Company's inspection and timely approval (print media
        and
        radio scripts collectively the "Copy"). No radio or print feature shall
        be distributed without Company approval. M4E shall not be liable for
        the Company's failure to review and approve Copy on a timely basis, or for
        any
        actions or inactions of the Company.


    

    
       

      B.           CONTENT.


    

    
       

      
        	
                 

              	
                i.
                  Print Features. Each Print Feature shall consist of a news story
                  that
                  features the Company's name, product, contact information, web
                  address
                  and/or ticker symbol.

              


      

    

    
       

      
        	
                 

              	
                ii.
                  Radio Features. Each Radio Feature shall consist of two 30-second
                  nationally syndicated radio scripts under one heading. Each Radio
                  Feature
                  will be specifically about the Company and written and read by
                  radio media
                  professionals.

              


      

    

    
       

      
        
          
          

        

        
          1

          
            

          

        

        
          
          

        

      

       

      C.           DISTRIBUTION.

       

    

    
      
        	
                 

              	
                i.
                  All print media approved by Company for distribution pursuant to
                  Section
                  2(A) hereof, shall be distributed on computer disks, by direct
                  electronic
                  feed, in a hard copy camera-ready format or over the internet to
                  over ten
                  thousand (10,000) daily and weekly newspapers, news, and wire services.
                  The newspapers, news, and wire services shall have the option of
                  running
                  the news stories free of copyright, fees or other
                  charges.

              


      

    

    
       

      
        	
                 

              	
                ii.
                  All radio features approved for distribution by Company pursuant
                  to
                  Section 2(A) hereof, shall be nationally syndicated radio features
                  specifically about the Company. Radio feature scripts shall be
                  written by
                  media and radio professionals and read by radio professionals.
                  Scripts
                  and/or audio recordings shall be sent to over six thousand (6,000)
                  radio
                  stations in the United
                  States.

              


      

    

    
       

      3.           M4E'S
        PERFORMANCE


    

    
       

      
        	
                A.

              	
                Redemption
                  of Media Due Bill.  The Company shall have three (3) years to
                  commence redemption of the Media Due
                  Bill.

              


      

    

    
       

      
        	
                B.

              	
                During
                  the Redemption Period M4E  shall produce and distribute
                  nationally syndicated newspaper features and/or nationally syndicated
                  radio features on behalf of Company.  The features shall be
                  valued as an Ad Value Equivalent, and the Ad Value Equivalent of
                  the
                  respective features shall be applied against the Media Due
                  Bill.  The entire value of the Media Due Bill shall be utilized
                  within one calendar year, commencing on the date the Company first
                  reviews
                  and approves copy pursuant to Section 2(A) herein, and in no case
                  commencing later than three (3) years from the Effective Date
                  hereof.

              


      

    

    
       

      
        	
                C.

              	
                For
                  purposes of this Agreement, the Ad Value Equivalent of each aired
                  radio
                  feature and each published newspaper  feature  shall
                  be  equivalent to  each
                  respective  radio  station's  or newspaper's
                  official ad rate pricing
                  policies.

              


      

    

    
       

      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

       

    

    
      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                         
            Media
        Production and Placement Agreement

    

    
       

      
        	
                D.

              	
                Media
                  Selection may be allocated in any proportion between print features
                  and
                  radio features as the
                  Company may elect in its sole
                  discretion.

              


      

    

    
       

    

    
      
        	
                E.

              	
                Print
                  Feature Placement Guarantee. Each print feature shall receive placements
                  in a minimum of one
                  hundred (100) newspapers within a six (6) month period of Company
                  approval
                  of the feature.  In
                  the event that a print feature does not meet the minimum placement
                  guarantee, M4E shall
                  re-write and/or re-distribute that feature at no cost to the Company
                  until
                  the guaranteed minimum
                  of one hundred (100) placements is
                  obtained.

              


      

    

    
       

    

    
      
        	
                F.

              	
                Radio
                  Feature Placement Guarantee. Each radio feature shall be aired
                  on at least
                  four hundred (400)
                  radio stations within a six (6) month period of Company approval
                  of the
                  feature.  In the event
                  that a radio feature does not meet the minimum placement guarantee,
                  M4E
                  shall re-write and/or
                  re-distribute that feature at no cost to the Company until the
                  guaranteed
                  minimum of four hundred
                  (400) placements is
                  obtained.

              


      

    

    
       

    

    
      
        	
                G.

              	
                Reports.
                  M4E shall deliver reports detailing reach and value of print and
                  radio
                  features. M4E shall
                  send weekly reports to the Company beginning ten (10) weeks from
                  the
                  distribution date, and
                  continuing for a period of one (1) year. Reports shall include
                  comparable
                  advertising values, estimated
                  listener and readership information, and actual newspaper clippings
                  of all
                  reported published
                  print
                  features.

              


      

    

    
       

    

    
      
        	
                 

              	
                H.

              	
                The
                  Ad Value Equivalent of all published news features and all broadcasted
                  radio features shall be set off against the Media Due Bill notwithstanding
                  any Company error in Copy approval or any subsequent editing by
                  newspapers, radio broadcasters, or any other third
                  parties.

              


      

    

    
      


       

      4.           COMPANY
        PERFORMANCE

    

    
      
        	
                A.

              	
                The
                  Company shall consult with M4E pursuant to Section 2(A) herein
                  to provide
                  M4E with information
                  necessary to write Copy for Company's review.   The Company
                  agrees to consult with
                  M4E and accept Copy for review no later than three (3) years from
                  the
                  Effective Date hereof.

              


      

    

    
       

    

    
      
        	
                B.

              	
                The
                  Company shall make a good faith effort to approve or submit corrections
                  to
                  all Copy within seventy
                  two (72) hours of receipt thereof.  Failure of Company to
                  approve or return corrected Copy
                  within one (1) week of receipt by Company shall constitute a material
                  breach of this Agreement.

              


      

    

    
       

      5.           STOCK
        TRANSFER

       

    

    
      
        	
                A.

              	
                In
                  consideration of M4E's performance hereunder, Company shall immediately
                  transfer to M4E two
                  million five hundred thousand (2,500,000) restricted shares of
                  Company's
                  common stock (the
                  "Shares").  On the first business day immediately following one
                  year anniversary of the Effective
                  Date hereof, if the Shares shall have a Market Value of less than
                  two
                  hundred fifty thousand
                  dollars ($250,000.00), the Company shall on that day issue a number
                  of
                  shares of the Company's
                  common stock necessary to restore the value of all shares transferred
                  hereunder to two
                  hundred fifty thousand dollars ($250,000.00).   All Shares
                  transferred hereunder shall be restricted
                  shares, effective as of the Effective Date. M4E's continued performance
                  is
                  contingent on
                  Company's full performance of all share transfers contemplated
                  hereby.

              


      

    

    
       

      
        
          
          

        

        
          3

          
            

          

        

        
          
          

        

      

    

    
       

    

    
      
        	
                B.

              	
                Upon
                  the execution of this Agreement, the Company shall issue a resolution
                  of
                  the Board of Directors
                  of the Company (Attached Exhibit A) and instructions to the Company's
                  transfer agent (Attached
                  Exhibit B) effecting the provisions of Section 6(A) herein (the
                  "Resolution").   The Company
                  shall immediately deliver: (i) one copy of the Resolution to M4E;
                  and (ii)
                  one copy of the
                  Resolution to the Company's transfer agent with instructions to
                  issue the
                  Shares in accordance
                  with Section 6(A) herein. Failure of Company to fully perform Section
                  6(A)
                  or this Section
                  6(B) shall be a material breach and shall excuse any further performance
                  by M4E under this
                  Agreement.

              


      

    

    
       

    

    
      
        	
                C.

              	
                The
                  Parties acknowledge and agree that: (i) the rights and obligations
                  defined
                  by this Agreement
                  become binding upon execution of this Agreement; and (ii) the
                  consideration for
                  all Shares transferred hereby, regardless of the date of transfer,
                  is
                  M4E's obligations hereunder,
                  and M4E's interest in all Shares transferred hereunder immediately
                  and
                  irrevocably
                  vests in M4E upon the execution of this Agreement; and (iii) the
                  effective
                  date of
                  all Shares transferred hereby, regardless of the date of transfer,
                  shall
                  be the Effective Date
                  hereof, and the tolling of any and all time periods relating to
                  the
                  Shares, including but
                  not limited to those relating to any restriction, shall be calculated
                  from
                  the Effective Date
                  hereof; and (iv) all Shares transferred hereby shall be fully paid,
                  non
                  assessable, common
                  shares of the Company, and shall be transferred at par value; and
                  (v) no
                  Shares

              


      

    

    
      
                   

    

    
      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

       

    

    
      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                                
     Media Production and Placement
        Agreement

    

    
       

      transferred
        hereby shall be blocked in any way or subject to rescission or cancellation
        for
        any reason including, but not limited to either Party's performance, partial
        performance, or any default in the performance of any provisions of this
        Agreement.

    

    
       

      6.           SHARE
        VALUATION.

       

    

    
      For
        the
        purposes of this Agreement, the Market Value of the restricted stock shall
        be
        calculated as ninety percent (90%) of the arithmetic average of the closing
        price of the Company's Common Stock for the five (5) trading days immediately
        preceding the date of the Initial Transfer, or any subsequent Valuation Day,
        as
        reported daily by the principal national or regional stock exchange on which
        the
        common stock is listed.

    

    
       

      7.           REGISTRATION
        RIGHTS.

       

    

    
      
        	
                A.

              	
                If,
                  at any time or from time to time after the Effective Date the Company
                  proposes to file a registration
                  statement covering any Securities of the Company, other than an
                  offering
                  registered on
                  Form S-8 or Form S-4 (or successor forms relating to employee stock
                  plans
                  and certain business
                  combinations), the Company shall, not less than thirty (30) days
                  prior to
                  the proposed filing
                  date of the registration statement, give written notice of the
                  proposed
                  registration to M4E, specifying
                  in reasonable detail the proposed transaction to be covered by
                  the
                  registration statement
                  and, at the written request of M4E delivered to the Company within
                  twenty
                  (20) days after
                  notice from the Company, shall include in such registration and
                  offering,
                  and in any underwriting
                  of such offering, all Common Stock as may have been designated
                  in M4E's
                  request.

              


      

    

    
       

    

    
      
        	
                B.

              	
                In
                  the event that the Company is required to include the Shares in
                  a
                  registration statement pursuant
                  to Section 7(A) herein, and the Company fails to register the Shares,
                  or
                  if the Shares are
                  or become eligible for sale pursuant to Rule 144 and the Company
                  does not
                  provide all required
                  documents, including but not limited to any required legal opinion
                  letter
                  to remove stock
                  restrictions, within one week of written request from M4E, the
                  Company.
                  shall pay as liquidated
                  damages to M4E, in legal tender of the United States, an amount
                  equal to
                  five percent (5%)
                  of the total value of this Agreement, for every thirty (30) day
                  period
                  until the restrictions are
                  lifted.   The Parties hereto agree that damages due to
                  Company's breech hereunder are difficult
                  to determine as of the Effective Date, and the Liquidated Damages
                  hereunder are meantto
                  approximate M4E's damages, and are not
                  punitive.

              


      

    

    
       

    

    
      8.           DEFAULT

       

    

    
      A.              Any
        failure of the Company to (i) transfer Stock as required by Section 6 herein;
        (ii) to timely review
        and approve Copy or scripts supplied by M4E for review; or (iii) act in good
        faith to effectuate the terms of this Agreement, shall constitute a default.
        Upon Company's default, all amounts due M4E hereunder shall be due and payable,
        and M4E may in its sole discretion immediately suspend performance and terminate
        this Agreement.

       

      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

    

    
       

      9.           TRANSFER
        AGENT

       

    

    
      
        	
                A.

              	
                Buyer
                  agrees that Pac West Transfer LLC (the "Transfer Agent") shall
                  act as the
                  Company's sole
                  transfer agency, and Transfer Agent shall have full power and authority
                  to
                  act on behalf of the
                  Company in connection with the issuance, transfer, exchange and
                  replacement of all of the Company's
                  stock certificates beginning no later than the Effective Date hereof,
                  and
                  continuingfor
                  a period of one year, or until all Share transfers contemplated
                  hereby
                  have been
                  effected.

              


      

    

    
       

    

    
      
        	
                B.

              	
                Company
                  agrees to accept and represent to Company's transfer agent as valid,
                  any
                  opinion letter
                  from M4E's counsel regarding restricted stock
                  status.

              


      

    

    
       

      10.           NON
        DISCLOSURE OF CONFIDENTIAL INFORMATION

    

    
       

      
        	
                A.

              	
                Confidential   Information.   For  the  purposes   of
                  this  Agreement,   the   expression   "ConfidentialInformation"
                  means all information of any nature previously, presently, or subsequently
                  disclosed by one
                  party (the "Disclosing Party") to the other party (the "Receiving
                  Party"),
                  relating to the Disclosing Party's
                  business, including, but not limited to information concerning
                  any
                  entities and/or Interested Parties
                  and any analyses, compilations, studies other documents which contain
                  or
                  otherwise reflect or are
                  generated from such information, all information relating to business,
                  financial, customer and product
                  development plans, forecasts, lists, methods, strategies, compilations
                  and
                  other information,inventions
                  and ideas, including without limitation, ideas, know how, inventions
                  (whether patentable or not),
                  schematics and other technical information. However, Confidential
                  Information does not includeany
                  information that is generally known in the Receiving Party's industry
                  at
                  the time of the signing of this
                  Agreement, any information that the Receiving Party rightfully
                  had in its
                  possession prior to the disclosure
                  of such information to the Receiving Party by the Disclosing Party,
                  or any
                  information disclosed
                  after the termination of this
                  agreement.

              


      

    

    
       

    

    
      B.      The
        Disclosing Party Shall:

       

    

    
      i.       Keep
        all Confidential Information secret and confidential; 

    

    
       

      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

                            

    

    
      Media4Equity
        LLC, Falls Church
        Virginia                                                                                           
                         Media
        Production and Placement Agreement

    

    
      


       

      
        	
                 

              	
                ii.
                  Not use any Confidential Information to obtain any financial, commercial,
                  trading and/or other advantage, but rather use Confidential Information
                  for the sole purpose of effectuating the mutual transaction(s)
                  contemplated hereby;

              


      

    

    
      
        	
                 

              	
                iii.
                  Not disclose Confidential Information to any third party whatsoever
                  except
                  as necessary to effectuate the terms of this
                  Agreement.

              


      

    

    
       

      11.           INDEMNIFICATION

       

    

    
      Company
        shall indemnify and hold harmless M4E its agents, employees, legal
        representatives, heirs, executors or assigns from and against any and all
        losses, damages, expenses and liabilities (collectively "Liabilities") or
        actions, investigations, inquiries, arbitrations, claims or other proceedings
        in
        respect thereof, including enforcement of this Agreement (collectively
        "Actions") (Liabilities and Actions are herein collectively referred to as
        "Losses"). Losses include, but are not limited to all reasonable legal fees,
        court costs and other expenses incurred in connection with investigating,
        preparing, defending, paying, settling or compromising any suit in law or
        equity
        arising out of this Agreement or for any breach of this Agreement
        notwithstanding the absence of a final determination as to a Company's
        obligation to reimburse any of M4E Covenantees for such Losses and the
        possibility that such payments might later be held to have been
        improper.

    

    
       

      
        12.           GOVERNING
          LAW / JURISDICTION.

         

        A.           Subject
          to the terms and conditions of Section 11 herein, any dispute, disagreement,
          conflict of interpretation
          or claim arising out of or relating to this Agreement, or its enforcement,
          shall
          be governed
          by the laws of the Commonwealth of Virginia. Company and M4E hereby irrevocably
          and
          unconditionally submit for themselves and their property, to the nonexclusive
          jurisdiction of Federal
          and State courts of the Commonwealth of Virginia and any appellate court
          thereof, in any
          action or proceeding arising out of or relating to this Agreement, or for
          recognition or enforcement  of
          any judgment,  and each  of the parties  hereto
          hereby  irrevocably and unconditionally
          agree that all claims in respect of any such action or proceeding may be
          heard
and
          determined in such Virginia State, or, to the extent permitted by law,
          in such
          Federal court. Each
          of
          the parties hereto agree that a final judgment in any such action or proceeding
          shall be conclusive
          and may be enforced in other jurisdictions by suit on the judgment or in
          any
          other manner
          provided by law.

         

        B.           Each
          of the parties hereto irrevocably and unconditionally waive, to the fullest
          extent it may legally
          and effectively do so, any objection which it may now or hereafter have
          to the
          laying of venue
          of
          any suit, action or proceeding arising out of or relating to this Agreement
          in
          any court referred
          to in Section 14(a) above. Each of the parties hereto hereby irrevocably
          waive,
          to thefullest
          extent permitted by law, the defense of an inconvenient forum to the maintenance
          of such action
          or
          proceeding in any such court.  Each party to this Agreement
          irrevocably consents to service
          of process in the manner provided for notices below.  Nothing in this
          Agreement will affect
          the right of any party to this Agreement to serve process in any other
          manner
          permitted by law.   Each
          party hereto hereby waives, to the fullest extent permitted by applicable
          law,
          any right
          it
          may have to a trial by jury in any legal proceeding directly or indirectly
          arising out of or relating
          to this agreement or the transactions contemplated hereby (whether based
          on
          contract, tort
          or
          any other theory). Each party hereto:

      

       

    

    
      (i)           certifies
        that no representative, agent or attorney of any other party has represented,
        expressly
        or otherwise, that such other party would not, in the event of litigation,
        seek
        to enforce the foregoing waiver; and


    

    
       

      (ii)        acknowledges
        that it and the other parties hereto have been induced to enter into this
        Agreement by, among other things, the mutual waivers and certifications in
        this
        paragraph.

       

    

    
      
        13.           TERM/TERMINATION.

         

        A.           Term.
          The terms of this Agreement shall be effective as of the Effective Date,
          and
          continue until the
          later
          of (i) one (1) year from the date the Company first approves media for
          placement
          (which approval
          shall not be unreasonably withheld); or (ii) three (3) years from the Effective
          Date. The terms,
          conditions, and obligations of Sections 11, 12(A) and 12(B) hereof shall
          survive
          the termination
          of this Agreement.

         

        B.           As
          the execution of this agreement triggers the reallocation of M4E's staff
          and
          resources, the Company
          may not terminate or cancel this Agreement prior to the expiration of the
          Term
          set forth in
          Section 13(A) herein.

      

       

    

    
      14.           SUCCESSORS
        AND ASSIGNS.

       

    

    
      The
        Parties may not assign their rights or obligations hereunder except that
        M4E may
        in its sole discretion assign the right to receive any compensation due
        hereunder including without limitation any and all interest in the
        Shares.

    

    
       

    

    
      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

       

    

    
      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                                      Media
        Production and Placement Agreement

    

    
      


      
        15.           COUNTERPARTS.

         

      

      This
        Agreement may be executed in two or more counterparts, each of which shall
        be
        deemed an original, but all of which together shall constitute one and the
        same
        agreement. A telefaxed copy of this Agreement shall be deemed an
        original.

    

    
       

      16.           HEADINGS

       

    

    
      The
        headings used in this Agreement are for convenience of reference only and
        shall
        not be deemed to limit, characterize or in any way affect the interpretation
        of
        any provision of this Agreement.

    

    
       

      17.           COSTS

       

    

    
      Each
        party hereto shall bear its own costs in connection with the preparation,
        execution and delivery of this Agreement.

    

    
       

      18.           MODIFICATIONS
        AND WAIVERS

       

    

    
      No
        change, modification or waiver of any provision of this Agreement shall be
        valid
        or binding unless it is in writing, dated subsequent to the Effective Date
        of
        this Agreement, and signed by both the Company and M4E. No waiver of any
        breach,
        term, condition or remedy of this Agreement by any party shall constitute
        a
        subsequent waiver of the same or any other breach, term, condition or
        remedy.

    

    
       

      19.           SEVERABILITY

       

    

    
      If
        one or
        more provisions of this Agreement are held to be unenforceable under applicable
        law, such provision(s) shall be excluded from this Agreement and the balance
        of
        the Agreement shall be interpreted as if such provision(s) were so excluded
        and
        shall be enforceable in accordance with its terms.

    

    
       

      20.           ENTIRE
        AGREEMENT

    

    
      This
        Agreement constitutes the entire agreement and understanding of the parties
        with
        respect to the subject matter hereof and supersedes any and all prior
        negotiations, correspondence, agreements, understandings duties or obligations
        between the parties with respect to the subject matter
        hereof.

    

    
      


       

      21.           FURTHER
        ASSURANCES

    

    
      From
        and
        after the date of this Agreement, upon the request of M4E, the Company shall
        execute and deliver such instruments, documents or other writings as may
        be
        reasonably necessary or desirable to carry out and to effectuate fully the
        intent and purposes of this Agreement.

    

    
       

      22.           NOTICES

       

    

    
      All
        notices or other communications required or permitted by this Agreement shall
        be
        in writing and shall be deemed to have been duly received: (i) if given by
        telecopier, when transmitted and the appropriate telephonic confirmation
        received if transmitted on a business day and during normal business hours
        of
        the recipient, and otherwise on the next business day following transmission,
        (ii) if given by certified or registered mail, return receipt requested,
        postage
        prepaid, three business days after being deposited in the U.S. mails, or
        (iii)
        if given by courier or other means, when received or personally delivered,
        and,
        in any such case, to the address and contacts indicated on the signature
        page.

    

    
       

      23.           FORCE
        MAJEURE

       

    

    
      Neither
        party will be in default or otherwise liable for any delay or failure in
        its
        performance under this Agreement where such delay or failure arises by reason
        of
        an Act of God, or any government or governmental body, acts of war, the
        elements, strikes or labor disputes, power or system failures, failure of
        the
        Internet, computer hacking, or other causes beyond the reasonable control
        of
        such party.

       

    

    
      


       

      [SIGNATURE
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      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                                      Media
        Production and Placement Agreement

    

    


     

    


    
      In
        Witness Whereof, the parties hereto have executed this Agreement on
        ______________ 20__:

    

    
      


    

    
      


    

    
      M4E:                                                                                                                  
            COMPANY:

    

    
      


    

    
      


    

    
      
                                                                                                                                 __________________      
        ______________________

    

    
      Signature_____________________                                                                         Signature                              Title

    

    
       

                                                                                                                                     
____________________________________________
Media4Equity,
        LLC                                                                                                                      
   Full Legal Name (PRINT)

    

    
      Rick
        Smith, CEO/President

    

    
      2841
        Hartland Road
        #301                                                                                         
____________________________________________ 

    

    
      Falls
        Church,
        VA  22043                                                                                                                         
    Company Name

    

    
      O:
        (888)
        563-5200

    

    
      F:
        (800)
        355-1341                                                                                                     
____________________________________________

    

    
      C:
        (703)
        861-9230                                                                                                                                        Ticker
        Symbol

    

    
      Email
        rsmith@Media4Equity.com

    

    
                                                                          
        ____________________________________________


    

    
                                                                                                                                             
                 
Number                                Street

    

    
      


    

    
                                                                           ____________________________________________
                                                                                                                                         
        City                      State                      Zip

    

    
      


    

    
                                                                           ____________________________________________
                                                                                                                                Phone

    

    
      


    

    
                                                                          
        ___________________________________________
                                                                                                                                Fax

    

    
      


    

    
                                                                          
        ___________________________________________


    

    
                                                                                                                                     
        Email


    

    
      


      
        
          
          

        

        
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      Media4Equity
        LLC, Falls Church
        Virginia                                                                                                                                  
                 Client
        Company Profile

    

    
      


    

    
      COMPANY
        PROFILE

    

    
      Must
        be completed and submitted with executed Agreement)

    

    
      


    

    
      


    

    
      ________________________________________________                          
______________________________________
Company
        Name                                                                                                  
State of Incorporation

    

    
      


    

    
      _______________________

      Tax
        ID
        Number

    

    
       

      _____________________                                                                                  
_____________________________________
Ticker
        Symbol                                                                                                      
Transfer Agent Name

    

    
       

      ____________________________________________________________________________________________________
Transfer
        Agent
        Address                                                                           City                      State                                Zip

    

    
      


    

    
      CREDIT
        CARD (circle
        one)                                                      VISA           MASTERCARD

    

    
      


    

    
      NUMBER____________________                     EXP
        DATE___________                                 20____

    

    
       

      _______________________________                  
        CVC CODE (3 digit code on back of card
        _______                                                                                     

    

    
      Name
        as it appears on card

    

    
       

      ___________________________________________________________________________
Billing
        address of card

    

    
      


    

    
      


    

    
      	
              Officers:

            	 	
              Directors:

            
	 	 	 	 	 
	
              _____________________

            	
              _____________________

            	 	
              ______________________

            	
              _____________________

            
	
                Name

            	
                       Title

            	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              _____________________

            	
              _____________________

            	 	
              ______________________

            	
              _____________________

            
	
                Name

            	
                       Title

            	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              _____________________

            	
              _____________________

            	 	
              ______________________

            	
              _____________________

            
	
                Name

            	
                       Title

            	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              _____________________

            	
              _____________________

            	 	
              ______________________

            	
              _____________________

            
	
                Name

            	
                       Title

            	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	 	 	 	 	 
	
              Legal
                Counsel Representing Company

            	 	
              Other
                Persons Authorized to Receive Documents and to Act on Company’s
                Behalf

            
	 	 	 	 	 
	
              ____________________________________________

            	 	
              ______________________

            	
              _____________________

            
	
                Name

            	 	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              ____________________________________________

            	 	
              ______________________

            	
              _____________________

            
	
                Address

            	 	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              ____________________________________________

            	 	
              ______________________

            	
              _____________________

            
	
                City                   State                Zip

            	 	
                Name

            	
                       Title

            
	 	 	 	 	 
	
              ____________________________________________

            	 	 	 
	
                Phone

            	
                Fax

            	 	 	 
	 	 	 	 	 


    

    
      


      
        
          
          

        

        
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