Technology License Agreement

DATED August 15, 2006


BY AND BETWEEN


BROADVISION GLOBAL, LTD


AND


BROADCAST INTERNATIONAL INC.


TECHNOLOGY LICENCE AGREEMENT


THIS AGREEMENT is made this 15th day of August, 2006


BETWEEN


Broadvision Global Limited, a Company incorporated in the British Virgin Islands,and having its registered office at PO Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands IPTV Platform ; (hereinafter referred to as the " Licensor ");


AND


Broadcast International Inc ., a Company incorporated with limited liability under the laws of Utah, USA and having its principal business office at 7050 Union Park Ave. #600 Salt Lake City, Utah 84047 (" BI ") (hereinafter called (" Licensee" ).


WHEREAS


(1)

The Licensor has received by exclusive license from Beijing Broadvision Information Technologies, Ltd. the right to distribute software comprising IPTV Platform Technologies (including Broadvision VOD, BroadVision Real Work and Broadvision WEBTV etc.) (the " IPTV Platform Technology" ) as defined below.


(2)

The Licensor is willing to grant to the Licensee an exclusive permanent license to distribute the IPTV Platform Technology in the Territory in accordance with the terms herewith, and the Licensee is willing to accept such license and exercise such rights upon and subject to the terms and conditions contained herein.


1


NOW IT IS HEREBY AGREED as follows:


1.

DEFINITIONS


In this Agreement unless the subject or the context otherwise requires or admits the singular number shall include the plural number and vice versa and the expression " person" shall include a firm or corporation and the expressions set forth shall have the meanings as defined in this Agreement .


" Confidential Information " means any written or otherwise tangible information (which is either marked confidential or is, by its nature, intended to be exclusively for the knowledge of the recipient alone) which is proprietary and confidential to a Party.


" Effective Date" means the date the conditions set out in Clause 2.1 have been fulfilled or waived as the Parties may agree in writing


" IPTV Platform Technology" means a software based system for implementing IPTV via the Internet ;


"Parties" means The Licensor and the Licensee and " Party " mean anyone of them.


" Territory" means worldwide, excepting the P.R. China.


" US$ " means United States Dollars, the lawful currency of the United States of America.


2.

EFFECTIVE DATE AND TERM


2.1 The grant of License hereunder is conditional upon


(a)

Approval by Licensor' s Board of Directors;


(b)

Approval by Licensee' s Board of Directors.


(c) Execution of the Share Exchange Agreement between Licensee and Sun Media Investment Holdings Ltd. ;


(d) Execution of the Stock Purchase Agreement between Licensor and Licensee;


2


Inspection of and satisfactory completion of due diligence and marketing surveys and investigations regarding the IPTV PlatformIPTV Platform Technology.


The Parties shall procure fulfilment of the conditions specified in the above. Unless specifically waived by the Parties, if any of the above conditions shall not be fulfilled on or before September 1st, 2006 or not waived in writing by a duly authorized representative of each Party by September 1st, 2006, this Agreement shall ipso facto cease and determine and none of the Parties shall have any claim against the other for costs, damages, compensation or otherwise, save for any claim arising from an antecedent breach of this Agreement. The Parties' obligation of confidentiality shall survive the termination of this Agreement.


2.2 This Agreement shall take effect as from the Effective Date and shall continue for an infinite period unless it is terminated by the Parties in accordance with the terms and conditions herein.


3.

GRANT OF LICENSE AND OBLIGATIONS OF THE LICENSOR


3.1

Licensor hereby grants to Licensee an exclusive license to: 1) utilize the IPTV PlatformIPTV Platform Technology for use by the Licensee in its business for its customers or other purposes; 2) distribute or sub-license the IPTV Platform IPTV Platform Technology in the Territory with the same terms and conditions herein.


3.2 The Licensor shall promptly after the Effective Date, and thereafter as and when further required by ...