Last Mile Logistics Group, Inc. Sample Contracts

WITNESSETH:
Employment Agreement • November 7th, 2006 • Last Mile Logistics Group, Inc. • Maryland
RECITALS:
Stock Option Agreement • April 4th, 2007 • Last Mile Logistics Group, Inc. • Trucking & courier services (no air) • Florida
RECITALS:
Contribution Agreement • November 7th, 2006 • Last Mile Logistics Group, Inc. • Florida
RECITALS:
Modification Agreement • November 7th, 2006 • Last Mile Logistics Group, Inc. • Maryland
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 17th, 2008 • Last Mile Logistics Group, Inc. • Trucking & courier services (no air) • California

This Securities Purchase Agreement dated as of June ___, 2008 (this “Agreement”) is made by and between Last Mile Logistics Group, Inc., a Florida corporation, with principal executive offices located at 6675 Anberton Drive, Elkridge, MD 21075 (the “Company”), and Golden Gate Investors, Inc. (“Holder”).

Contract
Convertible Debenture Agreement • June 17th, 2008 • Last Mile Logistics Group, Inc. • Trucking & courier services (no air) • California

THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND IS BEING OFFERED AND SOLD PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. THIS SECURITY MAY NOT BE SOLD OR TRANSFERRED EXCEPT PERSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR SUCH OTHER LAWS.

AUTHORIZED COMMON STOCK: 100,000,000,000 SHARES PAR VALUE: $.0001
Securities Agreement • November 7th, 2006 • Last Mile Logistics Group, Inc.

THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), NOR REGISTERED UNDER ANY STATE SECURITIES LAW, AND ARE "RESTRICTED SECURITIES" AS THAT TERM IS DEFINED IN RULE 144 UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD OR OTHERWISE TRANSFERRED, EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, THE AVAILABILITY OF WHICH IS TO BE ESTABLISHED TO THE SATISFACTION OF THE ISSUER.

RECITALS:
Modification Agreement • August 13th, 2007 • Last Mile Logistics Group, Inc. • Trucking & courier services (no air) • Maryland
BUSINESS FLEX LINE OF CREDIT NOTE Maryland
Business Flex Line of Credit Note • November 7th, 2006 • Last Mile Logistics Group, Inc. • Maryland

BANK: MANUFACTURERS AND TRADERS TRUST COMPANY, a New York banking corporation with banking offices at One M&T Plaza, Buffalo, New York 14240 Attention: Office of General Counsel