0001193125-05-140385 Sample Contracts

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT
Note Conversion Agreement • July 11th, 2005 • TRX Inc/Ga • Services-business services, nec • Georgia

THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of the 8th day of July, 2005 by and between TRX, Inc., a Georgia corporation (the “Company”), and Hogg Robinson Holdings BV (the “Noteholder”).

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SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT
Note Conversion Agreement • July 11th, 2005 • TRX Inc/Ga • Services-business services, nec • Georgia

THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of the 8th day of July, 2005 by and between TRX, Inc., a Georgia corporation (the “Company”), and WorldTravel Partners I, LLC (the “Noteholder”).

WARRANT REPURCHASE AGREEMENT
Warrant Repurchase Agreement • July 11th, 2005 • TRX Inc/Ga • Services-business services, nec • Georgia

THIS WARRANT REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the 8th day of July, 2005 by and between TRX, Inc., a Georgia corporation (the “Company”), and Sabre Investments, Inc., a Delaware corporation (the “Warrantholder”).

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT
Note Conversion Agreement • July 11th, 2005 • TRX Inc/Ga • Services-business services, nec • Georgia

THIS SENIOR SECURED CONVERTIBLE PROMISSORY NOTE CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of the 8th day of July, 2005 by and between TRX, Inc., a Georgia corporation (the “Company”), and Sabre Investments, Inc., a Delaware corporation (the “Noteholder”).

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