EXHIBIT K
LOCK-UP AGREEMENT
August 20, 2004
Sunrise Securities Corporation,
as Placement Agent
The Buyers as set forth in
Schedule A hereto
Re: Dendo
Global Corp.
Ladies and Gentlemen:
The
undersigned
understands that certain Buyers (as therein defined) have
entered into a Securities Purchase
Agreement (the "PURCHASE AGREEMENT"), dated
as of August __, 2004, with Dendo Global Corp., a Nevada corporation (to be
renamed TechAlt, Inc.) (the "COMPANY") providing for the sale (the
"SALE") by
the Company of certain Preferred Shares, Warrants and Additional Investment
Rights (as such terms are defined in the
Purchase Agreement) of the Company.
Capitalized terms used herein and not
otherwise defined shall have the meanings
set forth in the Purchase Agreement.
In
consideration
of the Buyers' agreement to purchase the Preferred
Shares, Warrants and Additional Investment Rights, and for other good and
valuable consideration receipt of which is
hereby acknowledged,
the undersigned
hereby agrees that, without the prior
written consent of Buyers representing at
least a majority in interest of all Buyers,
the undersigned will not, during the
period from the date of this Agreement through (and including) the later to
occur of (a) the date that is 180 days after the Closing Date and (b) the
Effective Date (as defined in the
Registration
Rights Agreement, dated as of
August __, 2004, among the Company and the Buyers
(as therein defined))
(the
"LOCK-UP TERMINATION DATE"), (1) offer,
pledge, sell, contract to sell, sell any
option or contract to purchase,
purchase any option or
contract to sell,
grant
any option, right or warrant to purchase,
or otherwise transfer
or dispose of,
directly or indirectly, any shares of Common Stock, or any securities
conve
