Exhibit 10.29
AMENDMENT NO. 4
to
AGREEMENT AND PLAN OF REORGANIZATION
Dated February 19, 2007
THIS
AMENDMENT NO.4 (the "Amendment"), made as of this 3rd
day
of December, 2007, is made by and among Magnitude Information
Systems, Inc. ("Magnitude"), Kiwibox Media, Inc. ("Kiwibox"),
Michael Howard, Lin Dai and Ivan Tumanov, individuals, who are
the shareholders of Kiwibox (the "Kiwibox
Shareholders").
BACKGROUND:
WHEREAS,
Magnitude, Kiwibox and the Kiwibox Shareholders executed and
delivered a certain Agreement and Plan of Reorganization,
dated February 19, 2007 (the "Agreement") that scheduled the
closing of the transactions described therein to take place on
or before March 31, 2007 and extended the closing date from on
and about March 31, 2007 to May 15, 2007 by virtue of
Amendment No. 1 dated April 4, 2007; and
WHEREAS,
due to certain delivery requirements, the parties further
amended the Agreement and rescheduled the closing date from on
or about May 15, 2007 to June 18, 2007 by virtue of Amendment
No. 2, and;
WHEREAS,
on July 30, 2007 the parties executed and delivered Amendment
No. 3 to the Agreement providing for (A) a new schedule for
the payments due to the Kiwibox Shareholders; (B) a new
schedule for the overall investment of the $3.5 million
Magnitude has committed to raise and invest into Kiwibox; (C)
certain penalty provisions and termination rights in the event
of an uncured default, and; (D) a new closing date of August
16, 2007;
WHEREAS,
the Kiwibox acquisition closed on August 16, 2007 and due to
delays by Tell Capit
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