0000912057-00-052389 Sample Contracts

PROMISSORY NOTE
Promissory Note • December 6th, 2000 • C Me Run Corp • Blank checks • Massachusetts

THIS NOTE, AND THE SECURITIES ISSUABLE PURSUANT HERETO (COLLECTIVELY, THE "SECURITIES"), HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), NOR HAVE THEY BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE OR TERRITORY. THE SECURITIES ARE BEING OFFERED AND SOLD PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND ARE "RESTRICTED SECURITIES" AND MAY NOT BE OFFERED OR SOLD UNLESS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT.

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CMERUN CORP.
Note • December 6th, 2000 • C Me Run Corp • Blank checks • Delaware

THIS NOTE, AND THE SECURITIES ISSUABLE PURSUANT HERETO (COLLECTIVELY, THE "SECURITIES"), HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), NOR HAVE THEY BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY U.S. STATE OR TERRITORY. THE SECURITIES ARE BEING OFFERED AND SOLD PURSUANT TO REGULATION S OF THE U.S. SECURITIES AND EXCHANGE COMMISSION UNDER THE ACT. THE SECURITIES, ARE "RESTRICTED SECURITIES" AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON (AS DEFINED IN REGULATION S) UNLESS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT, OR PURSUANT TO REGULATION S, OR PURSUANT TO OTHER AVAILABLE EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE ACT. A HOLDER OF ANY OF THE SECURITIES MAY NOT ENGAGE IN HEDGING TRANSACTION WITH REGARD TO SUCH SECURITIES UNLESS IN COMPLIANCE WITH THE ACT.

cMeRun Corp.
Nonqualified Stock Option Agreement • December 6th, 2000 • C Me Run Corp • Blank checks • Delaware
cMeRun Corp.
Nonqualified Stock Option Agreement • December 6th, 2000 • C Me Run Corp • Blank checks • Delaware
cMeRun Corp.
Nonqualified Stock Option Agreement • December 6th, 2000 • C Me Run Corp • Blank checks • Delaware
OVERVIEW
Asp License Agreement • December 6th, 2000 • C Me Run Corp • Blank checks • Massachusetts
This Agreement made as of the 1st day of May, 2000. BETWEEN: C Me Run Corp., (the "Company"). AND Gerald J. McGovern (the "Employee").
Employment Agreement • December 6th, 2000 • C Me Run Corp • Blank checks • Massachusetts
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