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EXHIBIT 10.2
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TERMINATION AGREEMENT
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THIS TERMINATION AGREEMENT (the "Agreement") is made and entered
into
effective as of July 20, 2006, by and between MM(2) GROUP,
INC.(F/K/A WIEN
GROUP, INC.), a New Jersey corporation (the "Company"), and CORNELL
CAPITAL
PARTNERS, LP, a Delaware limited partnership (the "Investor").
Recitals:
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WHEREAS, MM(2) Group, Inc., a New Jersey corporation ("MM(2)") and
the
Investor entered into an Standby Equity Distribution Agreement (the
"Standby
Equity Distribution Agreement"); a Registration Rights Agreement
(the
"Registration Rights Agreement"); an Escrow Agreement (the "Escrow
Agreement");
and a Placement Agent Agreement (the "Placement Agent Agreement"),
all of which
are dated April 1, 2005 (collectively, the Standby Equity
Distribution
Agreement, the Registration Rights Agreement, the Escrow Agreement
and Placement
Agent Agreement are referred to as the "Transaction Documents");
and
WHEREAS, on October 19, 2005, the Company completed its acquisition
of
MM(2) pursuant to the Acquisition Agreement dated July 8, 2005. The
Company
assumed the obligations of MM(2) to Investor under the Transaction
Documents
pursuant to the Assignment and Assumption Agreement effecti
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