EX-10.5
from S-1/A
9 pages
Agreement Dated December 14, 2015 Setting Forth the Terms and Conditions Upon Which Tiber Creek Corporation ("Tiber Creek") Is Engaged by Digital Donations, Inc., Together With Any Successors (Collectively "Digital") to Effect Transactions ("The Transactions") Intended to Combine Digital With a United States Reporting Company (“The Reporting Company”) and for Related Matters. 1. Services Provided Tiber Creek Will, if Requested by Digital: 1.1. Discuss With Digital the Structure of the Transactions and Actions to Be Taken by Digital in Preparation for the Completion of the Transactions; 1.2. Take All Action Necessary to Cause to Be Delivered to Digital All Outstanding Shares of the Reporting Company Less the Amount Contemplated in Section 2.4; Following Its Engagement, Tiber Creek Will 1.3. Prepare the Agreement for the Acquisition of Digital by the Reporting Company by Merger, Stock-For-Stock Exchange or Stock-For-Asset Exchange as Directed by Digital ("Business Combination Agreement"); 1.4. Prepare Any Necessary Documents and Make Any Necessary Filings in Order to Effectuate the Combinations of Digital With the Reporting Company ("The Business Combination"); See Schedule “A” 1.5. Prepare and File With the Securities and Exchange Commission Forms 8-K Describing the Change in Control of the Reporting Company and the Business Combination, as Each Occurs;
12/34/56