0001046532-02-000368 Sample Contracts

INTEREST PURCHASE AGREEMENT
Interest Purchase Agreement • December 9th, 2002 • Jitsource Inc • Services-management consulting services • Texas

THIS INTEREST PURCHASE AGREEMENT AND SHARE EXCHANGE,effective as of April , 2002, by and among Jitsource, Inc. a Delaware corporation with its principal place of business located at 233 Wilshire Blvd., Suite 960, Santa Monica CA (“Jitsource”), Jitsource, LCC a Delaware Limited Liability Corporation with its principal place of business located at 377 East Las Colinas Blvd., Suite 280 Irving, Texas 75309 (“JT”) and Reza Rahman (“Rahman”) the sole interest holder of Jitsource, LLC.

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NOTE SECURED BY SECURITY AGREEMENT
Note Secured by Security Agreement • December 9th, 2002 • Jitsource Inc • Services-management consulting services

Terms of payment (principal and interest): 1st payment on February 28, 2003 and annually on February 28 thereafter. The last payment includes a balloon payment of principal and interest on February 28, 2007.

ADDENDUM\ TO PROMISSORY NOTE
Promissory Note Addendum • December 9th, 2002 • Jitsource Inc • Services-management consulting services

Pursuant to the Promissory Note dated December 2, 2001, Jitsource, LLC (“Maker”) agreed to pay $84,000 to Ucino (“Payee”) within two (2) years. Both parties hereby agree that such amount shall accrue interest at the rate of twenty one (21%) percent.

AGREEMENT
Debt Settlement Agreement • December 9th, 2002 • Jitsource Inc • Services-management consulting services • California

WHEREAS, Ucino has a note receivable dated December 2, 2001 from Jitsource in the amount of $84,000 plus interest which is due December 2, 2003; and

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