by Boomerang Systems
January 12th, 2012
355 Madison Ave
Morristown, NJ 07960
P: (973) 538-1194
F: (973) 538-1196
We Make Real Estate TM
September 26, 2011

Dear Investor:
You hereby loan to the Company $100,000.  You agree that upon the finalization of the documents related to the private placement by the Company of convertible notes and warrants that you will convert the loan into an equivalent amount of convertible note and warrants being issued in such private placement as if you had invested the amount of loan in the private placement.  Please acknowledge your agreement to the foregoing.
Sincerely,     Agreed and Accepted:  
/s/Joseph R. Bellantoni 
/s/ John Steinbach
Joseph R. Bellantoni 
John Steinbach
CFO, Boomerang Systems, Inc 
Pres., Atlantic & Madison of NJ Corp