0001144204-08-023435 Sample Contracts

SETTLEMENT AGREEMENT
Settlement Agreement • April 21st, 2008 • Airbee Wireless, Inc. • Services-prepackaged software • Maryland

This SETTLEMENT AGREEMENT (the “Agreement”) is made and entered into as of this 15th day of April, 2008, by and between Richard P. Sommerfeld, Jr. (“Sommerfeld”), on the one hand, and Airbee Wireless, Inc. (“Airbee”), (each a Party and, together, the “Parties”).

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Promissory Note and Settlement Agreement
Promissory Note and Settlement Agreement • April 21st, 2008 • Airbee Wireless, Inc. • Services-prepackaged software • California
Amendment No. 2 to Debenture and Warrant Purchase Agreement
Debenture and Warrant Purchase Agreement • April 21st, 2008 • Airbee Wireless, Inc. • Services-prepackaged software • New York

This Amendment No. 2 to Debenture and Warrant Purchase Agreement (the “Agreement”) is effective as of April 15, 2008, by and between Airbee Wireless, Inc., a Delaware corporation (the “Company”) and each of the persons or entities listed on the signature page hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms used herein that are not defined shall have the meaning ascribed to them in the Purchase Agreement.

INTERCREDITOR AND SUBORDINATION AGREEMENT
Intercreditor and Subordination Agreement • April 21st, 2008 • Airbee Wireless, Inc. • Services-prepackaged software • New York

THIS INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement”), dated as of April 15, 2008, is made by and among Airbee Wireless, Inc., a Delaware corporation (“Airbee” or the “Company”), each of the parties signing this Agreement under the title “Senior Creditors” on the signature pages hereto (together with each of their heirs, successors and assigns, each a “Senior Creditor”, and collectively, the “Senior Creditors”), and Richard P. Sommerfeld, Jr. (the “Subordinated Creditor”), and is made with reference to the following:

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