0001013762-09-000956 Sample Contracts

COMMON STOCK PURCHASE WARRANT To Purchase 1,782,000 Shares of Common Stock of BEYOND COMMERCE, INC.
Common Stock Purchase Warrant • May 21st, 2009 • Beyond Commerce • Services-allied to motion picture production

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, LINLITHGOW HOLDINGS LLC (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time from on or after the date hereof (the “Initial Exercise Date”) to on or prior to the close of business on May 20, 2014, the five year anniversary of the Initial Exercise Date, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Beyond Commerce, Inc., a Nevada corporation (the “Company”), 1,782,000 shares (the “Warrant Shares”) of Common Stock, $0.001 par value, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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SECURITY INTEREST AND PLEDGE AGREEMENT
Security Interest and Pledge Agreement • May 21st, 2009 • Beyond Commerce • Services-allied to motion picture production • New York

SECURITY INTEREST AND PLEDGE AGREEMENT (“Pledge Agreement”) dated as of May 20, 2009, by and among Linlithgow Holdings LLC (“Secured Party”), Beyond Commerce, Inc., a Nevada corporation with its principal business address at 9029 Pecos Road, Suite 2800, Henderson, NV 89074 (the “Company” or the “Debtor”), and Beyond Commerce, Inc., as pledgor, (the “Pledgor”)

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