0000897101-99-000707 Sample Contracts

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RECITALS
Registration Rights Agreement • July 15th, 1999 • Sportstrac Systems Inc • Colorado
SPORTSTRAC SYSTEMS, INC. 585,000 UNITS
Sportstrac Systems Inc • July 15th, 1999

We, as the Underwriter named in the below referred to Prospectus (the "Underwriter") have agreed, subject to the terms and conditions of the Underwriting Agreement dated this date (the "Underwriting Agreement") to purchase from SportsTrac Systems, Inc. (the "Company") at the price set forth on the cover of such Prospectus, 585,000 Units and up to an additional 87,750 Units from the Company being called the "Units"). The Units and certain of the terms on which they are being purchased and offered are more fully described in the enclosed Prospectus (the "Prospectus"). Additional copies of the Prospectus will be supplied to you, in reasonable quantities upon request.

WITNESSETH:
Consulting Agreement • July 15th, 1999 • Sportstrac Systems Inc
SPORTSTRAC SYSTEMS, INC. SUITE 100 6654 GUNPARK DRIVE BOULDER, CO 80301
Underwriting Agreement • July 15th, 1999 • Sportstrac Systems Inc • New York
ARTICLE I
Sublicense Agreement • July 15th, 1999 • Sportstrac Systems Inc • Delaware
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