0001015402-04-002038 Sample Contracts

CONSULTANT AGREEMENT
Consultant Agreement • May 13th, 2004 • Citadel Security Software Inc • Services-prepackaged software • New York

This Agreement is made and entered into as of the 24th day of October, 2003, between Citadel Security Software, Inc. and CEOcast, Inc. (the “Consultant”)

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SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • May 13th, 2004 • Citadel Security Software Inc • Services-prepackaged software • Texas

(a)This Settlement Agreement and Mutual Release ("Agreement") is entered into by and among CT Holdings, Inc., a Delaware corporation ("CT"), Citadel Security Software Inc., a Delaware corporation ("Citadel"), Steven B. Solomon ("Solomon" and together with CT and Citadel, the "Company Parties") and Locke Liddell & Sapp LLP, a Texas limited liability partnership (the "Firm").

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 13th, 2004 • Citadel Security Software Inc • Services-prepackaged software • Texas

THIS STOCK PURCHASE AGREEMENT is dated effective as of July 16, 2003 between Citadel Security Software Inc., a Delaware corporation ("Company"), and Lawrence E. Steinberg (the "Purchaser"). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 5 of this Agreement.

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