0001108017-04-000562 Sample Contracts

WAIVER CERTIFICATE
Waiver Certificate • October 6th, 2004 • Findex Com Inc • Services-prepackaged software

This Waiver Certificate is dated as of this 16th day of September, 2004 by Barron Partners, LP, a limited partnership organized under the laws of the State of Delaware (“Barron”) in connection with that certain Registration Rights Agreement (the “Registration Rights Agreement”) dated as of the 19th day of July, 2004 by and between Barron and Findex.com, Inc., a corporation organized and existing under the laws of the State of Nevada (“Findex”).

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AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • October 6th, 2004 • Findex Com Inc • Services-prepackaged software

This Amendment No. 1 (this “Amendment No. 1”) is dated as of this 30th day of September, 2004 by and between Findex.com, Inc., a Nevada corporation (the “Company”), and Barron Partners, LP, a limited partnership organized under the laws of the State of Delaware (the “Investor”) and relates to and amends that certain Stock Purchase Agreement between the Company and the Investor dated the 19th day of July, 2004 (the “Stock Purchase Agreement”).

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