0001144204-06-043162 Sample Contracts

AMENDMENT NO. 1
Securities Purchase Agreement • October 23rd, 2006 • Carsunlimited Com Inc • Services-business services, nec • New York

Amendment No. 1 to Securities Purchase Agreement by and among Carsunlimited.com, a Nevada corporation (the “Company”), Mellon HBV Master U.S. Event Driven Fund LP and Mellon HBV Master Global Event Driven Fund LP (collectively, “Investors”), who are signatories to the Securities Purchase Agreement dated as of August 9, 2006 (the “Agreement”) between the Company and the Investors. Capitalized terms used but not otherwise defined in this Amendment have the meanings assigned to them in the Agreement. This Amendment also amends the Registration Rights Agreement among the parties, as set forth below.

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