8% B NOTEMarket Central Inc • December 21st, 2005 • Services-prepackaged software • Delaware
Subject to the terms and conditions of this 8% B Note (“Note”), for good and valuable consideration received, Market Central, Inc. d/b/a Scientigo, Inc., a Delaware corporation (the “Company”), promises to pay to the order of {_____________} (“Holder”) the principal amount of ${__________}.00 (the “Principal Amount”), plus simple interest, accrued on unpaid principal from the date of this Note until paid at the rate of 8.0% per annum (360-day year basis).
EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 2005 • Market Central Inc • Services-prepackaged software • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 22nd day of September, 2005, by and between MARKET CENTRAL, INC., d/b/a SCIENTIGO, INC., a Delaware corporation (“COMPANY”) and Clifford A. Clark, an individual resident of the State of North Carolina (the “Executive”), and is effective as of the date hereof (the “Effective Date”).
B WARRANTMarket Central Inc • December 21st, 2005 • Services-prepackaged software • Delaware
Market Central, Inc., d/b/a Scientigo, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that ________________________________, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, in whole or in part, at any time and from time to time on or after ______________, 2007 [12 months from the Exchange Offer Expiration Date as defined in the Company’s prospectus dated December __, 2005, pursuant to which this Warrant was issued] or such later date that the Company has filed a registration statement that has been declared effective by the SEC for the purpose of issuing registered shares of Common Stock upon exercise of this Warrant, and on or before 5:00 p.m., Atlanta, Georgia time, on June 30, 2010, but not thereafter (the “Exercise Period”), _____________ shares of Common Stock, $.001 par value per share, of the Company (the “Common Stock”), at an exercise price o
