0001144204-06-025344 Sample Contracts

REGISTRATION RIGHTS AGREEMENT DATED AS OF ____________ ______, 200__ BY AND BETWEEN ZIPGLOBAL, INC. AND SHAREHOLDERS
Registration Rights Agreement • June 19th, 2006 • ZipGlobal Holdings, Inc. • Delaware

This Registration Rights Agreement (this “Agreement”) is made and entered into as of ______ day of _____________, 200__, by and between ZipGlobal, Inc., a corporation organized and existing under and by virtue of the laws of the State of Delaware (the “Company”) and the undersigned Shareholder (the “Investor”).

Lock Up Agreement
Lock-Up Agreement • June 19th, 2006 • ZipGlobal Holdings, Inc.

WHEREAS, ZipGlobal, Inc. (the “Company”) proposes to sell shares (the “Shares”) of its Common Stock (the “Common Stock”) in a private offering (the “Private Offering”);

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • June 19th, 2006 • ZipGlobal Holdings, Inc. • Delaware

This Agreement is made on November 29, 2005, by and among the shareholders of Beasley Holdings Limited (“Beasley BVI”), each of whom are identified on the attached Exhibit A and who own all of the outstanding shares of stock of Beasley BVI (collectively referred to in this Agreement as “Sellers”), and ZipGlobal Holdings, Inc., a Delaware corporation (“Buyer”).

ZIPGLOBAL HOLDINGS, INC. INCENTIVE STOCK OPTION AGREEMENT UNDER THE 2006 STOCK OPTION PLAN
Incentive Stock Option Agreement • June 19th, 2006 • ZipGlobal Holdings, Inc. • Delaware
ZIPGLOBAL HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE 2006 STOCK OPTION PLAN
Non-Qualified Stock Option Agreement • June 19th, 2006 • ZipGlobal Holdings, Inc. • Delaware