0001144204-05-039795 Sample Contracts

CONFIDENTIAL SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Confidential Settlement Agreement and Mutual Release • December 15th, 2005 • Atsi Communications Inc/De • Telephone communications (no radiotelephone) • Texas

ATSI Communications, Inc., a Nevada corporation (“ATSI”), formerly a Delaware corporation, and TELEMARKETING DE MEXICO S.A DE C.V., a Mexican Corporation, (“TELEMARKETING”) (collectively, the “Parties”), hereby enter into this Confidential Settlement Agreement and Mutual Release (the “Settlement Agreement”).

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AGREEMENT TO EXTEND PROMISSORY NOTE
Agreement to Extend Promissory Note • December 15th, 2005 • Atsi Communications Inc/De • Telephone communications (no radiotelephone)

This Agreement to Extend the Promissory Note entered into by ATSI COMMUNICATIONS, INC. a Nevada corporation, (“ATSI”) and FRANKLIN, CARDWELL & JONES, PC a Texas professional corporation (“FRANKLIN”) is made and entered into this 1st day of December, 2005.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 15th, 2005 • Atsi Communications Inc/De • Telephone communications (no radiotelephone) • Texas

This Stock Purchase Agreement (“Agreement”), dated as of October 15, 2005, by and between Alejandro Sanchez Guzman or assigns (“Purchaser”), and ATSI Communications, Inc., a Nevada corporation (“Stockholder”).

FACTORING AGREEMENT
Factoring Agreement • December 15th, 2005 • Atsi Communications Inc/De • Telephone communications (no radiotelephone) • Texas

THIS FACTORING AGREEMENT (“Agreement”) is made and entered into as of this 4TH day of November 2005, by and between ATSI COMMUNICATIONS, INC., a Nevada corporation, with principal offices and mailing address at 8600 Wurzbach, Suite 700W, San Antonio, Texas 78240 (hereinafter called the "Seller"), and CSI BUSINESS FINANCE, INC., a Texas corporation, with offices at 109 North Post Oak Lane, Suite 422, Houston, Harris County, Texas 77024 (hereinafter called "CSI");

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