0001144204-07-029897 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 1st, 2007 • DealerAdvance, Inc. • Computer communications equipment • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 25, 2007, by and among DealerAdvance, Inc., a Nevada corporation with its headquarters located at 16801 Addison Road, Suite 310, Addison, TX 75001 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).

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SECURITY AGREEMENT
Security Agreement • June 1st, 2007 • DealerAdvance, Inc. • Computer communications equipment • New York

SECURITY AGREEMENT (this “Agreement”), dated as of May 25, 2007, by and among DealerAdvance, Inc., a Nevada corporation (“Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

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INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • June 1st, 2007 • DealerAdvance, Inc. • Computer communications equipment • New York
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 1st, 2007 • DealerAdvance, Inc. • Computer communications equipment • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 25, 2007, by and among DealerAdvance, Inc., a Nevada corporation, with headquarters located at 16801 Addison Road, Suite 310, Addison, TX 75001 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

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Contract
Exercise Agreement • June 1st, 2007 • DealerAdvance, Inc. • Computer communications equipment • New York

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 25, 2007, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRA-TION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.

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