0001072613-01-500031 Sample Contracts

ASSIGNMENT ----------
Assignment • January 17th, 2001 • Cdknet Com Inc • Services-business services, nec

During the period from October 10, 2000 through the execution date of this assignment, Steven A. Horowitz, Chairman of the Board, Chief Executive Officer, Secretary and Chief Financial Officer of the Assignor ("Horowitz") and Dan Rock Limited Partnership, a New York Limited Partnership with offices at 370 Madison Avenue, Cedarhurst, New York ("Dan Roc"), have made loans to the Assignor and to ValueFlash.com, Inc. ("Vflash") , a majority owned subsidiary of the Assignor, in the aggregate principal amount of $450,000 and both Horowitz and Dan Roc contemplate making additional loans to the Assignor and/or Vflash (collectively the "Financing"). As an inducement to enter into the Financing, Assignor hereby (i) irrevocable assigns to Horowitz an option to purchase up to Eight Hundred Thousand (800,000) shares of common stock of ValueFlash.com, Inc., expiring January 27, 2005, at the exercise price of $1.50; and (ii) irrevocably assigns to Dan Roc an option to purchase up to Two Hundred Thous

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