Autotradecenter Com Inc Sample Contracts

Autotradecenter Com Inc – AUTODAQ AND AUTOTRADECENTER SIGN MERGER AGREEMENT (July 25th, 2002)

EXHIBIT 99.1 TEXT OF PRESS RELEASE DATED JULY 1, 2002 AUTODAQ AND AUTOTRADECENTER SIGN MERGER AGREEMENT Combined Entity Becomes Most Comprehensive Source For Internet Vehicle Remarketing Services ----------------------- MENLO PARK, CA and MESA, AZ - July 1, 2002 - Autodaq Corporation and AutoTradeCenter.com Inc. (OTC BB: AUTC - news) announced today the signing of a definitive merger agreement. The combined entity offers the automotive remarketing industry the most comprehensive set of remarketing services for manufacturers, leasing, rental and fleet companies as well as wholesalers and automobile retailers. The new AutoTradeCenter, Inc. will continue trading on the OTCBB under the current symbol AUTC. Three members of AutoTradeCenter.com's current Board of Directors will join the new entity's B

Autotradecenter Com Inc – AGREEMENT AND PLAN OF REORGANIZATION (July 25th, 2002)

EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION DATED JUNE 28, 2002 EXECUTION COPY AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG AUTOTRADECENTER.COM INC., AUTOTRADECENTER, INC., AUTC AUTODAQ CORPORATION, AUTODAQ CORPORATION, AND BUTTERWICK FINANCIAL GROUP, INC. AS PARENT STOCKHOLDER REPRESENTATIVE AND ADAM BOYDEN AS COMPANY STOCKHOLDER REPRESENTATIVE Dated as of June 28, 2002 TABLE OF CONTENTS PAGE ARTICLE I THE REINCORPORATION MERGER A

Autotradecenter Com Inc – MOTOR VEHICLE REMARKETING AGREEMENT (October 18th, 2001)

EXHIBIT 10.31 MOTOR VEHICLE REMARKETING AGREEMENT WITH VOLVO FINANCE NORTH AMERICA, INC. DATED APRIL 30, 2001 MOTOR VEHICLE REMARKETING AGREEMENT THIS MOTOR VEHICLE REMARKETING AGREEMENT (the "AGREEMENT") is made and entered into as of the __30TH___ day of _____APRIL ___________, 2001 (the "EFFECTIVE DATE"), by and between AutoTradeCenter.com Inc., an Arizona corporation, whose address is 15170 North Hayden Road, Suite 5, Scottsdale, Arizona, 85260 ("ATC"); and Volvo Finance North America, Inc. a Delaware corporation, whose address is 25 Philips Parkway, Montvale, New Jersey (hereinafter "VFNA"). each a "PARTY," and together, the "PARTIES.") WHEREAS, VFNA is an indirect lessor of motor vehicles bearing the Volvo brand name and services other portfolios of leases of motor vehicles originated by authorized Volvo automobile dealer

Autotradecenter Com Inc – AMENDED AND RESTATED SECURED PROMISSORY NOTE TO (August 3rd, 2001)

EXHIBIT 10.28 AMENDED AND RESTATED SECURED PROMISSORY NOTE TO MARK MOLDENHAUER DATED JULY 26, 2001 AMENDED AND RESTATED SECURED PROMISSORY NOTE $738,200.66 Phoenix, Arizona July 26, 2001 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation (the "Maker"), promises to pay to Mark Moldenhauer ("Holder"), the sum of SEVEN HUNDRED THIRTY EIGHT THOUSAND TWO HUNDRED DOLLARS AND SIXTY SIX CENTS ($738,200.66) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning August 1, 2001 on principal accruing from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per annum. The principal balance outstanding, hereunder, if not sooner paid as provided he

Autotradecenter Com Inc – SECURED PROMISSORY NOTE TO MARK MOLDENHAUER DATED MARCH 31, 2001 (August 3rd, 2001)

EXHIBIT 10.24 SECURED PROMISSORY NOTE TO MARK MOLDENHAUER DATED MARCH 31, 2001 AMENDED AND RESTATED SECURED PROMISSORY NOTE $402,000.00 Scottsdale, Arizona March 31, 2001 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation formerly known as Auto Network USA, Inc. or Auto Network Group, Inc. (the "Maker"), promises to pay to Mark Moldenhauer ("Holder"), an individual, the sum of FOUR HUNDRED TWO THOUSAND and no/hundreds DOLLARS ($402,000.00) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning May 1, 2001 on principal accruing from April 1, 2001; and from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due on April 1, 2002. Payments shall be made

Autotradecenter Com Inc – LOAN AND STOCK PURCHASE AGREEMENT (August 3rd, 2001)

EXHIBIT 10.29 EAGLE CAPITAL GROUP, LLC LOAN DOCUMENTS LOAN AND STOCK PURCHASE AGREEMENT Dated effective as of July 26, 2001 by and between AutoTradeCenter.com Inc. an Arizona Corporation, and Eagle Capital Group, LLC an Arizona limited liability company Phoenix, Arizona LOAN AND STOCK PURCHASE AGREEMENT THIS LOAN AND STOCK PURCHASE AGREEMENT ("Agreement") is made and entered into as of July 26, 2001, by and between AutoTradeCenter.com Inc., an Arizona corporation ("Borrower") and Eagle Capital Group, LLC, an Arizona limited liability company ("Lender"). W I T N

Autotradecenter Com Inc – SECURED PROMISSORY NOTE TO PINNACLE FINANCIAL CORPORATION (August 3rd, 2001)

EXHIBIT 10.25 SECURED PROMISSORY NOTE TO PINNACLE FINANCIAL CORPORATION DATED MARCH 31, 2001 AMENDED AND RESTATED SECURED PROMISSORY NOTE $336,200.66 Scottsdale, Arizona March 31, 2001 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation formerly known as Auto Network Group, Inc. and/or Auto Network USA, Inc. (the "Maker"), promises to pay to Pinnacle Financial Corporation ("Holder"), an Arizona corporation, the sum of THREE HUNDRED THIRTY SIX THOUSAND TWO HUNDRED DOLLARS AND SIXTY SIX CENTS ($336,200.66) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning May 1, 2001 on principal accruing from April 1, 2001; and from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per

Autotradecenter Com Inc – PROMISSORY NOTE TO R. GARY MCCAULEY (August 3rd, 2001)

EXHIBIT 10.27 PROMISSORY NOTE TO R. GARY MCCAULEY DATED JULY 16, 2001 PROMISSORY NOTE $65,000.00 Scottsdale, Arizona July 16, 2001 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation ("Maker"), promises to pay to R. Gary McCauley ("Holder"), an individual, the sum of SIXTY FIVE THOUSAND and no/hundreds DOLLARS ($65,000.00) plus interest on the principal accruing from July 16, 2001 at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due on the receipt of payment for the June 30, 2001 invoice due from American Honda Finance Corporation. Payments shall be made to c/o R. Gary McCauley, 15 Elm Avenue, Colorado Springs, Colorado 80906. Time is of the essence hereof

Autotradecenter Com Inc – ESCROW AGREEMENT (August 3rd, 2001)

EXHIBIT 10.30 ESCROW AGREEMENT BETWEEN STRADLING YOCCA CARLSON & RAUTH, AUTOTRADECENTER.COM INC. AND NETCHEMISTRY, INC. ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Escrow Agreement") is made and entered into July 26, 2001, by and among STRADLING YOCCA CARLSON & RAUTH, a professional corporation ("Stradling" or "Escrow Agent"), AUTOTRADECENTER.COM INC., an Arizona corporation ("ATC"), NETCHEMISTRY, INC., a Delaware corporation ("NetChemistry"). RECITALS A. ATC and NetChemistry have entered into (1) that certain Agreement for Professional Services dated September 27, 2000 (the "2000 Agreement") which has expired; (2) that certain NetChemistry Professional Services Agreement, dated March 9, 2001, which was superseded by that certain Professional Consulting

Autotradecenter Com Inc – PROMISSORY NOTE TO R. GARY MCCAULEY (August 3rd, 2001)

EXHIBIT 10.26 PROMISSORY NOTE TO R. GARY MCCAULEY DATED MAY 31, 2001 PROMISSORY NOTE $200,000.00 Scottsdale, Arizona May 31, 2001 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation ("Maker"), promises to pay to R. Gary McCauley ("Holder"), an individual, the sum of TWO HUNDRED THOUSAND and no/hundreds DOLLARS ($200,000.00) plus interest on the principal accruing from May 31, 2001 at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due on the receipt of payment for the May 31, 2001 invoice due from American Honda Finance Corporation. Payments shall be made to c/o R. Gary McCauley, 15 Elm Avenue, Colorado Springs, Colorado 80906. Time is of the essence hereof.

Autotradecenter Com Inc – MOTOR VEHICLE REMARKETING AGREEMENT (February 22nd, 2001)

MOTOR VEHICLE REMARKETING AGREEMENT THIS MOTOR VEHICLE REMARKETING AGREEMENT (the "Agreement") is made and entered into as of the 10th of January, 2001 (the "Effective Date"), by and between AutoTradeCenter.com Inc., an Arizona corporation, whose address is 15170 North Hayden Road, Suite 5, Scottsdale, Arizona, 85260 ("ATC"); and American Suzuki Motor Corporation, a California corporation, whose address is 3251 East Imperial Hwy, PO Box 1100, Brea California 92822 ("Suzuki")(each a "Party," and together, the "Parties.") WHEREAS, Suzuki repurchases or acts as agent for certain rental vehicles bearing the Suzuki brand name, which are owned by American Suzuki Motor Corporation or automobile rental corporations and remarketed by Suzuki (hereinafter, such motor vehicles are called the "Suzuki Vehicles"); and WHEREAS, Suzuki desires to obtain certain remarketing services and desires to obtain assistan

Autotradecenter Com Inc – SECURED PROMISSORY NOTE (February 22nd, 2001)

SECURED PROMISSORY NOTE $300,000.00 Scottsdale, Arizona December 29, 2000 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation ("Maker"), promises to pay to Mark Moldenhauer ("Holder"), an individual, the sum of THREE HUNDRED THOUSAND and no/hundreds DOLLARS ($300,000.00) plus interest on the principal accruing from December 30, 2000 at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due on February 28, 2001. Payments shall be made to c/o Mark Moldenhauer, 14500 N. Northsight Blvd., Suite 213, Scottsdale, AZ 85260. Time is of the essence hereof. In the event of any default in the payment of any amount due hereunder, the unpaid principal sum of this Promissory Note and accrued interest remaining unpaid may at any time thereafter, at

Autotradecenter Com Inc – FIRST AMENDMENT TO MOTOR VEHICLE REMARKETING AGREEMENT (February 22nd, 2001)

FIRST AMENDMENT TO MOTOR VEHICLE REMARKETING AGREEMENT This First Amendment to Motor Vehicle Remarketing Agreement (the "First Amendment") is entered into as of January 8, 2001 by and among AutoTradeCenter.com Inc. an Arizona corporation, whose address is 15170 North Hayden Road, Suite 5, Scottsdale AZ 85260 (hereinafter "ATC"); and American Honda Finance Corporation, a California corporation, whose address is 700 Van Ness Avenue, Torrance, California 90501 (hereinafter "AHFC"). WHEREAS, ATC and AHFC entered into a Motor Vehicle Remarketing Agreement ("Agreement") dated as of December 15, 1999 whereby AHFC engaged ATC to assist AHFC in the sale and promotion of certain Honda Vehicles under the terms and conditions of the Agreement; and WHEREAS, AHFC agreed to use the website and technology developed by ATC for AHFC (the "ATC/Honda website"), as reflected in the document entitled "Honda Website Overview" prepared by ATC and provided to AHFC (a copy of which is attac

Autotradecenter Com Inc – EXTENSION AND EXCHANGE AGREEMENT (January 16th, 2001)

EXTENSION AND EXCHANGE AGREEMENT THIS EXTENSION AND EXCHANGE AGREEMENT (this "Agreement") is entered into this 29th day of December, 2000, by and between PINNACLE FINANCIAL CORPORATION, an Arizona corporation ("Pinnacle") and AUTO TRADECENTER.COM INC., an Arizona corporation ("ATC"). WHEREAS, ATC is indebted to Pinnacle in the current principal amount of $2.3 Million (the "Current Debt"), with interest payable monthly, and a principal payment of $536,000 due and payable on December 31, 2000 (the "Principal Payment"); WHEREAS, the parties have agreed to enter into certain transactions whereby ATC will assign certain notes receivable from its subsidiaries in the current principal amount of $1.2 Million, to Pinnacle, in exchange for a reduction of $1.2 Million in the Current Debt, subject to the terms and conditions hereunder; WHEREAS, ATC also requests an extension of

Autotradecenter Com Inc – STOCK FOR STOCK AGREEMENT (January 16th, 2001)

STOCK FOR STOCK AGREEMENT THIS STOCK FOR STOCK AGREEMENT (this "Agreement"), dated December 29, 2000, is made by and between AUTOMOTIVE DISPOSITION MANAGEMENT SERVICES, INC., an Arizona corporation ("ADM") and AUTO TRADECENTER.COM INC., an Arizona corporation ("ATC"). STOCK FOR STOCK 1.1 ADM wishes to acquire from ATC all of its right, title and interest in the following (hereinafter, each a "Subsidiary" and all collectively, "Subsidiaries"): Auto Network Group of New Mexico, Inc., a New Mexico corporation (ATC owns 100% of the issued and outstanding stock); Auto Network Group Northwest, Inc., an Oregon corporation (ATC owns 100% of the issued and outstanding stock); Auto Group Management, L.C., a Texas limited liability company (ATC is the sole member and managing member); and Auto Group of San Antonio Ltd., a Texas limited partnership (ATC is th

Autotradecenter Com Inc – MOTOR VEHICLE REMARKETING AGREEMENT (October 20th, 2000)

MOTOR VEHICLE REMARKETING AGREEMENT THIS MOTOR VEHICLE REMARKETING AGREEMENT (the "Agreement") is entered into as of December 15, 1999 by and among AutoTradeCenter.com Inc., an Arizona corporation, whose address is 8135 East Butherus Drive, Scottsdale, Arizona, 85260 (hereinafter "ATC"); and American Honda Finance Corporation, a California corporation, whose address is 700 Van Ness Avenue, Torrance, California 90501 (hereinafter "AHFC"). WHEREAS, AHFC provides financing for lease transactions involving motor vehicles bearing the Honda and Acura brand names and leased by consumers through authorized Honda and Acura automobile dealers (hereinafter, such motor vehicles are called the "Honda Vehicles"); and WHEREAS, AHFC desires to obtain certain remarketing services and desires to obtain assistance in administering programs involving the sale of the Honda Vehicles; and WHEREAS,

Autotradecenter Com Inc – AGREEMENT AND PLAN OF REORGANIZATION (October 12th, 2000)

AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION is made and entered into as of the 1st day of March, 2000 by and between AutoTradeCenter.com Inc., an Arizona corporation, ("ATC"), NDSCo.Com, Inc., a Utah corporation, ("NDSCo"), and JK Technologies, L.L.C., a Utah limited liability company, ("JKT"), Beckstrand Investments L.L.C. ("Beckstrand"), Billy K. "Will" McCoy and Susan McCoy, as joint tenants with rights of survivorship (the "McCoys") (Beckstrand and the McCoys hereinafter sometimes collectively referred to as the "Shareholders") and Information Technology International, Inc., a Delaware corporation, ("ITI") . R E C I T A L S: A. ATC is a publicly-held corporation involved, among other things, in the business of providing an on-line system for the sale of vehicles and related services. B. NDSCo is a privately-held corporation involved in the development of an elec

Autotradecenter Com Inc – AMENDED AND RESTATED SECURED PROMISSORY NOTE (May 15th, 2000)

AMENDED AND RESTATED SECURED PROMISSORY NOTE $2,675,420.00 Scottsdale, Arizona March 31, 2000 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation formerly known as Auto Network Group, Inc. and/or Auto Network USA, Inc. (the "Maker"), promises to pay, to Pinnacle Financial Corporation, an Arizona corporation, the sum of TWO MILLION SIX HUNDRED SEVENTY FIVE THOUSAND FOUR HUNDRED TWENTY and no/hundreds DOLLARS ($2,675,420.00) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning May 1, 2000 on principal accruing from April 1, 2000; and from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due as follows: PRINCIPAL AMOUNT

Autotradecenter Com Inc – AMENDED AND RESTATED SECURED PROMISSORY NOTE (May 15th, 2000)

AMENDED AND RESTATED SECURED PROMISSORY NOTE $852,000.00 Scottsdale, Arizona March 31, 2000 FOR VALUE RECEIVED, AUTOTRADECENTER.COM INC., an Arizona corporation formerly known as Auto Network USA, Inc. or Auto Network Group, Inc. (the "Maker"), promises to pay, to Mark Moldenhauer, an individual, the sum of EIGHT HUNDRED FIFTY TWO THOUSAND and no/hundreds DOLLARS ($852,000.00) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning May 1, 2000 on principal accruing from April 1, 2000; and from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest hereunder shall be due on April 1, 2001. Payments shall be made to c/o Mark Moldenhauer, 14500 N. Northsight Blvd., Suite 213, Scottsdale, AZ 85260. Time is o

Autotradecenter Com Inc – PURCHASE AGREEMENT (April 6th, 2000)

PURCHASE AGREEMENT AGREEMENT made as of this 23rd day of March, 2000, by and among AUTOTRADECENTER.COM INC., an Arizona corporation ("ATC"), LLOYDMINISTER ENTERPRISES INC. ("LEI"), and KINDERSLEY HOLDINGS INC. ("KHI"). WHEREAS, ATC currently owns 5,500,000 shares or 55% of the 10,000,000 shares of common stock of BusinessTradeCenter.com, an Arizona corporation ("BTC"), which are issued and outstanding ; and WHEREAS, LEI currently owns 4,500,000 shares of common stock or 45% of BTC (the "Shares"); and WHEREAS, KHI is the holder of a promissory note from BTC in the principal amount of $200,000, which is convertible into shares of BTC common stock (the "Promissory Note"); and WHEREAS, ATC desires to acquire 100% of the equity interest in BTC and LEI and KHI are willing to sell their interests to ATC; NOW, THEREFORE, in consideration of the foregoing and the mutual promises and covenants herein contained, the parties hereto agree as follows: 1.

Autotradecenter Com Inc – AUTOTRADECENTER.COM INC. ENTERS INTO A VEHICLE REMARKETING AGREEMENT WITH (February 29th, 2000)

AUTOTRADECENTER.COM INC. ENTERS INTO A VEHICLE REMARKETING AGREEMENT WITH AMERICAN HONDA FINANCE CORPORATION AutoTradeCenter.com Inc. (OTC BB:AUTC - NEWS) announced today that it has entered into a vehicle remarketing agreement with American Honda Finance Corporation to develop and host their off-lease vehicle disposition Web site. The site will be designed to allow American Honda Finance Corporation to communicate available off-lease vehicle inventory exclusively to the franchised Honda and Acura dealer groups utilizing state-of-the-art technology, thereby increasing efficiencies for themselves and the automobile dealers. American Honda Finance Corporation intends to utilize the Company's integrated system to remarket its annual lease portfolio consisting of 150,000 vehicles. American Honda Finance Corporation Manager of Lease-end David Langley said, "We believe that applying innovative technologies to the inventory disposition process will benefit all parties involved. We feel t

Autotradecenter Com Inc – AGREEMENT (September 23rd, 1999)

AGREEMENT CONCERNING THE EXCHANGE OF COMMON STOCK BETWEEN AUTOTRADECENTER.COM INC. AND AUTO NETWORK GROUP OF NORTHWEST, INC. THIS AGREEMENT, made this 20th day of July, 1999, by and between AutoTradeCenter.com Inc., an Arizona corporation ("ATC"), and Auto Network Group Northwest, Inc., an Oregon corporation ("NORTHWEST"). WHEREAS, ATC desires to acquire all of the issued and outstanding shares of common stock of NORTHWEST in exchange for an aggregate of 500,000 authorized but unissued shares of the common stock, no par value, of ATC, which shares shall be forfeitable under the terms and conditions of attachment A; and WHEREAS, NORTHWEST and ATC wish to enter into a business combination which will result in the shareholders of NORTHWEST owning together approximately .0

Autotradecenter Com Inc – SECURED PROMISSORY NOTE (July 20th, 1999)

SECURED PROMISSORY NOTE $200,000.00 Dated June 22, 1999 Principal Amount State of Arizona This Promissory Note is hereby entered into on the 22nd day of June, 1999, by and between Autotradecenter.com Inc., a Arizona corporation having its office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona 85260, AND, Pinnacle Financial Corporation, having its office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona 85260, hereinafter referred to as the LENDER. Borrower promises to pay to the order of Lender the sum of Two Hundred Thousand Dollars ($200,000.00), together with interest thereon at the rate of twelve percent (12%) per annum on the unpaid balance. Said sum shall be paid as follows: Interest payments of Two Thousand Dollars ($2,000.00) payable in arrears on the 22nd day of each month beginning July 22, 1999; and, The principal amount of Two

Autotradecenter Com Inc – PROMISSORY NOTE (July 20th, 1999)

PROMISSORY NOTE $384,573.13 Phoenix, Arizona March 31, 1999 FOR VALUE RECEIVED, the undersigned, AUTO NETWORK GROUP, INC., an Arizona corporation, (hereinafter the "Borrower") promises to pay to the order of Dennis E. Hecker, a Minnesota resident, and his heirs and assigns (hereinafter the "Lender"), at 500 Ford Road, Minneapolis, Minnesota 55426, or at such other place as the holder hereof may from time to time in writing designate, in lawful money of the United States of America, the principal sum of Three Hundred Eighty Four Thousand Five Hundred Seventy Three and 13/100 Dollars ($384,573.13) together with interest on the outstanding principal amount hereof at the rate of twelve percent (12%) per annum. All payments hereunder shall be first applied to the accrued and unpaid interest and then to the principal amount of th

Autotradecenter Com Inc – PROMISSORY NOTE (July 20th, 1999)

PROMISSORY NOTE $300,000.00 Dated May 13, 1999 Principal Amount State of Arizona This Promissory Note is hereby entered into on the 13th day of May by and between Auto Network Group of New Mexico, Inc., a New Mexico corporation having its office at 420 Wisconsin , N.E., Albuquerque, New Mexico 87108 AND Jules Gollins, an individual residing at 4051 East Fairfield Street, Mesa, Arizona 85205, both personally and for and on behalf of Auto Network Group of New Mexico, Inc., AND Suzanne Gollins, an individual residing at 4051 East Fairfield Street, Mesa, Arizona 85205, AND Bruce Burton, an individual, residing at 12800 Comanche N.E. #94, Albuquerque, New Mexico 87111, AND Darlene Burton, an individual, residing 12800 Comanche N.E. #94, Albuquerque, New Mexico 87111, AND Stuart Bailey, an individual residing at 7716 Eagle Rock Avenue, Albuquerque, New Mexico 87122 AND Cheryl

Autotradecenter Com Inc – WORK FOR HIRE AGREEMENT (July 20th, 1999)

WORK FOR HIRE AGREEMENT This Work for Hire Agreement (this "Agreement") is made effective as of this ______________________ day of _____________________, 199_________, by and between Auto Network Group, Inc., of 8135 East Butherus, Scottsdale, AZ 85260, (hereinafter referred to as "AN", and the party who will be providing the services shall be referred to as "Broker". 1. DESCRIPTION OF SERVICES. Beginning on _________________________, Broker will provide the following services (collectively, the "Services"): Buying ans selling motor vehicles on a wholesale basis. 2. PAYMENT FOR SERVICES. AN will pay compensation to Broker for the Services on a monthly basis, the amount to be determined by the difference of the price paid for the vehicles (including reconditioning and all other related costs) and the price the vehicles sold at, less an agreed upon fee per vehicle. 3. TERM/TERMINATION. This Agreement may be terminated by either party upon 30 days writt

Autotradecenter Com Inc – SECURED PROMISSORY NOTE (July 20th, 1999)

SECURED PROMISSORY NOTE $100,000.00 Dated June 22, 1999 Principal Amount State of Arizona This Promissory Note is hereby entered into on the 22nd day of June, 1999, by and between Autotradecenter.com Inc., a Arizona corporation having its office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona 85260, AND, Mark Moldenhauer, having his office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona 85260, hereinafter referred to as the LENDER. Borrower promises to pay to the order of Lender the sum of One Hundred Thousand Dollars ($100,000.00), together with interest thereon at the rate of twelve percent (12%) per annum on the unpaid balance. Said sum shall be paid as follows: Interest payments of One Thousand Dollars ($1,000.00) payable in arrears on the 22nd day of each month beginning July 22, 1999; and, The principal amount of One Hundred Thousand

Autotradecenter Com Inc – THE AUCTION FINANCE AUCTION OPTION PLUS AGREEMENT (July 20th, 1999)

THE AUCTION FINANCE AUCTION OPTION PLUS AGREEMENT WITH AUTO NETWORK USA This Agreement ("Agreement") made as of the 20 day of AUGUST, 1998 ("the Effective Date"), is between "Auto Network USA" and its affiliate Pinnacle Dealers Services, Inc., collectively referred to as "AUTONET", whose address is 8135 EAST BUTHERUS, SUITE 3, SCOTTSDALE, AZ 85260 , and the Auction Finance Program ("TAFP") a Delaware corporation whose address is 930 Washington Avenue, 4th floor, Miami Beach, Florida 33139. TAFP is a wholly-owned subsidiary of the Auction Finance Group, Inc. RECITALS A. Auto Network USA is an independent auto dealer that provides a means through which individuals, companies and automobile dealers may purchase used vehicles. B. TAFP is in the business of providing licensed automobile dealers (Dealers) with Credit Lines and making loans to them to purcha

Autotradecenter Com Inc – CREDIT AND SECURITY AGREEMENT (May 17th, 1999)

CREDIT AND SECURITY AGREEMENT Dated as of March 26, 1999 AUTO NETWORK GROUP, INC., an Arizona corporation (the "Borrower"), and NORWEST BUSINESS CREDIT, INC., a Minnesota corporation (the "Lender"), hereby agree as follows: ARTICLE I Definitions Section 1.1 DEFINITIONS. For all purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires: (a) the terms defined in this Article have the meanings assigned to them in this Article, and include the plural as well as the singular; and (b) all accounting terms not otherwise defined herein have the meanings assigned to them in accordance with GAAP. "Accounts" means all of the Borrower's accounts, as such term is defined in the UCC, including without limitation

Autotradecenter Com Inc – PROMISSORY NOTE (May 17th, 1999)

PROMISSORY NOTE $400,000.00 Dated September 22, 1997 Principal Amount State of Arizona This Promissory Note is hereby entered into on the 22nd day of September, 1997 by and between Auto Network USA, Inc., an Arizona corporation having its office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona 85260 AND Jeff Erskine, an individual residing at 26031 N. Palomino Trail, Scottsdale, Arizona 85255, both personally and for and on behalf of Auto Network USA, Inc., AND Mike Stuart, an individual residing at 9118 E. Topeka Dr., Scottsdale, Arizona 85255, AND John Carrante, an individual, residing at 9634 N. 120th Street, Scottsdale, Arizona 85259, hereinafter referred to as the BORROWERS, AND, Evelyn Felice, whose address is 5404 E. New River Road, Cave Creek, AZ 8533 1, hereinafter referred to as the LENDER. Borrowers hereby jointly and severally promise t

Autotradecenter Com Inc – AGREEMENT AND PLAN OF REORGANIZATION (May 17th, 1999)

AGREEMENT AND PLAN OF REORGANIZATION BETWEEN AUTO NETWORK GROUP, INC. AND WALDEN REMARKETING SERVICES, INC. THIS AGREEMENT AND PLAN OF REORGANIZATION, made and entered into as of the 31st day of March, 1999, by and between Auto Network Group, Inc., a Arizona corporation ("ANET"), and Walden Remarketing Services, Inc., a Minnesota, corporation ("WALDEN"). WHEREAS, the Boards of Directors of ANET and WALDEN have determined that it is in the best interests of ANET and WALDEN and their respective shareholders to consummate a strategic combination of the companies; WHEREAS, the strategic combination contemplated by this Agreement will be effected by the merger of WALDEN with and into ANET with the shareholders of WALDEN receiving in exchange for their shares of WALDEN common stock an aggregate of 2,050,000 shares author

Autotradecenter Com Inc – ARTICLES OF INCORPORATION (May 17th, 1999)

ARTICLES OF AMENDMENT [Arizona Secretary TO of state stamp] ARTICLES OF INCORPORATION OF AUTO NETWORK GROUP, INC. Pursuant to the provisions of Section 10-1003 of the Arizona Business Corporation Act, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation: FIRST: The name of the corporation is Auto Network Group, Inc. SECOND: The following amendment to the Articles of Incorporation was adopted by the shareholders of the corporation at their meeting on March 31, 1999, in the manner prescribed by law: "1. NAME. The name of the corporation is and shall be AutoTradeCenter.com Inc." THIRD: The number of shares of stock outstanding at the time of

Autotradecenter Com Inc – CONSULTING AGREEMENT (May 17th, 1999)

CONSULTING AGREEMENT THIS AGREEMENT is made and entered into as of April 20, 1999, by and between AUTO NETWORK GROUP, INC., an Arizona corporation (the "Company") and DENNIS E. HECKER (the "Consultant"). W I T N E S S E T H: WHEREAS, on this date, the Company has acquired all of the outstanding capital stock of Walden Remarketing Services, Inc., a Minnesota corporation ("Walden"), which was founded by Consultant and for which Consultant has been the principal executive officer; WHEREAS, Consultant has extensive knowledge of the business, employees and customers of Walden Seller and will be invaluable in the transition of the business of Walden to the Company and in maintaining the Company's good relations with Walden's customers; and WHEREAS, for their mutual benefit, the Company and Consultant desire to set forth the terms and conditions of future consult

Autotradecenter Com Inc – WARRANT CERTIFICATE NO. W-01 (May 17th, 1999)

WARRANT CERTIFICATE NO. W-01 NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND NEITHER THIS WARRANT NOR SUCH SHARES MAY BE OFFERED FOR SALE, SOLD, ENCUMBERED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT MADE UNDER THE ACT, OR PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION, WHICH EXEMPTION IS AVAILABLE IN THE OPINION OF COUNSEL TO THE COMPANY. EXERCISABLE ON OR AFTER AUGUST 10, 1998, AND VOID AFTER 5:00 P.M. MOUNTAIN TIME AUGUST 10, 2001 CERTIFICATE FOR 100,000 WARRANTS WARRANTS TO PURCHASE COMMON STOCK OF AUTO NETWORK GROUP, INC. UNDER THE LAWS OF THE STATE OF ARIZONA THIS CERTIFIES that A

Autotradecenter Com Inc – AMENDED AND RESTATED PROMISSORY NOTE (May 17th, 1999)

AMENDED AND RESTATED PROMISSORY NOTE $1,482,259.00 Scottsdale,Arizona November 21, 1998 FOR VALUE RECEIVED, AUTO NETWORK GROUP, INC., an Arizona corporation formerly known as Auto Network USA, Inc. (the "Maker"), promises to pay, in lawful money of the United States, to Eastlane Trading Limited, a corporation formed under the laws of Ireland, the sum of ONE MILLION FOUR HUNDRED EIGHTY TWO THOUSAND TWO HUNDRED FIFTY NINE and no/hundreds DOLLARS ($1,482,259.00) and to pay interest on the first day of each month (unless otherwise requested by Holder) beginning July 1, 1998 on principal accruing from June 1, 1998 on the sum of $250,000; from October 20, 1998 on the sum of $1,250,000; and from the date hereof on the full principal balance, all at the rate of twelve percent (12%) per annum. All principal and accrued but unpaid interest her