Exhibit 99.8 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of January 10, 2005, by and between Return on Investment Corporation, a Delaware corporation (the "Company"), and Laurus...Registration Rights Agreement • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
Exhibit 99.5 STOCK PLEDGE AGREEMENT This Stock Pledge Agreement (this "Agreement"), dated as of January 10, 2005, among Laurus Master Fund, Ltd. (the "Pledgee"), and Return on Investment Corporation, a Delaware corporation (the "Company" or...Stock Pledge Agreement • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
Exhibit 99.7 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON...Warrant Agreement • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
Exhibit 99.2 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS...Secured Convertible Term Note • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
ARTICLE I INTERESTSecured Convertible Note • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
Exhibit 99.3 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS...Secured Revolving Note • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
AGREEMENTSecurity Agreement • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
LAURUS MASTER FUND, LTD. 825 Third Avenue 14th Floor New York, New York 10022Security Agreement • January 18th, 2005 • Return on Investment Corp • Services-prepackaged software • New York
