0001144204-07-062180 Sample Contracts

PCMT CORPORATION REGULATION S SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION SECTION 1
Regulation S Subscription Agreement • November 15th, 2007 • PCMT Corp • Retail-computer & computer software stores • New York

CLASS A WARRANT AGREEMENT (“Agreement”), dated as of November __, 2007, by and between PCMT Corporation, a Delaware corporation (the “Company”), and ____________________ (“Warrantholder”). Certain capitalized terms used herein are defined in Section 15 hereof.

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PCMT CORPORATION Jerusalem, Israel 95508
Letter of Intent • November 15th, 2007 • PCMT Corp • Retail-computer & computer software stores • New York

This letter hereby sets forth the non-binding intent with respect to the proposed acquisition by the undersigned, PCMT Corporation, a Delaware corporation (“PCMT”), of all of the issued and outstanding capital stock of Suspect Detection Systems Ltd., an Israeli corporation (“SDS”), in consideration for no less than 28,600,000 shares of common stock of PCMT, representing no less than 31% of the issued and outstanding share capital of PCMT subjected to the federal trading rules of the USA.

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