MNVN Mondial Ventures Inc (CE)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 1, 2015

 

MONDIAL VENTURES, INC.

(Exact name of registrant as specified in its charter)

 

(State or other jurisdiction of incorporation or organization)

 

(Registrant's telephone number, including area code)

(Former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

 

 

    

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement

I. Extension of Agreement and Plan of Merger with EZTicket Live, Inc.

Effective as of December 1, 2015, the Registrant has extended, to accommodate the terms of closing, regarding the June 11, 2015 entry into the Agreement and Plan of Merger (the "Merger Agreement") with EZTicket Live, Inc., a Nevada corporation ("EZTicket") and certain majority shareholders of EZTicket. EZTicket is an online ticketing system that offers a simple solution to even ticketing, using innovative point-of-sale software that allows small to mid-size event companies (such as comedy clubs, rodeos, high school theaters, amphitheaters, amusement parks, state and county fairs, etc.) to sell tickets to their events online using EZTicket's system. (Please also see our Current Reports on Form 8-K filed on June 15, 2015, July 24, 2015, and October 6, 2015).

ITEM 9.01 Financial Statements and Exhibits.

 (d) EXHIBITS.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: December 4, 2015

 

 

Exhibit 10.01

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EXTENSION TO AGREEMENT AND PLAN OF MERGER

THIS EXTENSION TO AGREEMENT AND PLAN OF MERGER (the "Extension Agreement") is made as of December 1, 2015 by and among Mondial Ventures, Inc., a Nevada corporation ("Parent") and EZTicket Live Inc., a Nevada corporation ("Company").  The foregoing are sometimes singly referred to as a "Party" or collectively as the "Parties."

RECITALS:

WHEREAS, Company is engaged in the business of online ticketing for all types of events (the "Business"); and

WHEREAS, the Boards of Directors of Parent, Merger Subsidiary and Company, Company Shareholders, as Company's majority shareholders, Parent, as Merger Subsidiary's majority shareholders, and Preferred Parent Shareholders have approved the merger of the Merger Subsidiary with and into Company (the "Merger") upon the terms and subject to the conditions set forth herein and have signed an Agreement and Plan of Merger on June 11, 2015 (the "Agreement"); and

WHEREAS, Section 1.3 of the Agreement provided that the Termination Date of the Agreement would be July 15, 2015;

WHEREAS, on July 15, 2015, the Parties elected to extend the Termination Date of the Agreement to September 30, 2015;

WHEREAS, on September 30, 2015, the Parties elected to extend the Termination Date of the Agreement to November 30, 2015;

WHEREAS, the Parties wish to extend the Termination Date to November 30, 2015 (unless such date is extended by the Parties in writing).

THEREFORE, The parties hereby agree to extend the Termination Date of the Agreement in Section 1.3 of the Agreement to January 30, 2016. All other provisions shall remain the same.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed as of the day and year first above written.