0001144204-07-047042 Sample Contracts

LIQUIDATION AGREEMENT
Liquidation Agreement • August 29th, 2007 • Catuity Inc • Services-computer programming services • New York

THIS AGREEMENT (“Agreement”) is entered into as of August 23, 2007 by and among Catuity Inc., a Delaware corporation (the “Company”), the undersigned subsidiaries of the Company (each a “Subsidiary” and collectively and together with the Company the “Subsidiaries”), Gottbetter Capital Master, Ltd., a Cayman Islands company (“Gottbetter”) and Bridgepointe Master Fund Ltd., a Cayman Islands Exempted Company (“Bridgepointe,” collectively with Gottbetter, the “Holders”).

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RE: Letter of Intent to Acquire Loyalty Magic
Catuity Inc • August 29th, 2007 • Services-computer programming services

This Letter of Intent records the intention of Wishlist Holdings Ltd (“Wishlist Holdings”) in relation to the proposed acquisition by Wishlist Holdings of all of the shares on issue in Loyalty Magic Pty Ltd (“Loyalty Magic”) (“Acquisition”). Loyalty Magic is a wholly owned subsidiary of Catuity Inc.

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