0001354488-07-000263 Sample Contracts

RIGHTS AGREEMENT
Rights Agreement • March 5th, 2007 • Payment Data Systems Inc • Functions related to depository banking, nec • Nevada

This Rights Agreement (this "Agreement"), is dated as of February 28, 2007 between Payment Data Systems, Inc., a Nevada corporation (the "COMPANY"), and American Stock Transfer & Trust Company (the "RIGHTS AGENT"). Capitalized terms included in this Agreement shall have the meaning set forth herein.

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • March 5th, 2007 • Payment Data Systems Inc • Functions related to depository banking, nec • Nevada

THIS STOCK PURCHASE AGREEMENT (the "Agreement") is entered into the 1st day of March 2007, and supersedes any and all other agreements whether in writing or orally communicated, by and among Payment Data Systems, Inc. (hereinafter referred to as “SELLER”), a Nevada corporation, and Mr. Robert D. Evans (hereinafter referred to as the "PURCHASER");

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