0000950134-03-004492 Sample Contracts

LOAN AGREEMENT
Loan Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota

This LOAN AGREEMENT (“Agreement”) is made and entered into as of November 4, 2002, by and between ZAMBA CORPORATION and ENTRX CORPORATION.

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AMENDMENT NO. 1 TO LOAN AGREEMENT
Loan Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors

THIS AMENDMENT NO. 1 (“Amendment”) is made and entered into as of February 19, 2003, by and between ZAMBA CORPORATION and ENTRX CORPORATION and modifies the Loan Agreement (“Loan”) dated November 4, 2002, between the parties. Except as expressly set forth herein, the terms and conditions of the Loan shall continue in full force and effect. All references to section numbers below refer to the respective section numbers in the Loan. Capitalized terms shall bear the meanings for such terms set forth in the Loan.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • March 25th, 2003 • Entrx Corp • Construction - special trade contractors • Minnesota

This Agreement is entered into this day of May, 2002 by and between Metalclad Corporation, a Delaware corporation (“Purchaser”), and Surg II, Inc., a Minnesota corporation, (the “Company”); Theodore A. Johnson a Minnesota resident (“Johnson”); and Charles B. McNeil, a Minnesota resident (“McNeil”).

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