0001011034-03-000015 Sample Contracts

VOTING AGREEMENT
Voting Agreement • February 14th, 2003 • XML Global Technologies Inc • Blank checks

THIS AGREEMENT is made and entered into as of the ____ day of January, 2003, by and between XML - GLOBAL TECHNOLOGIES, INC., a Colorado corporation ("XMLG"), and PARADIGM GROUP II, LLC. ("Paradigm" or "Shareholder").

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GUARANTY
Guaranty • February 14th, 2003 • XML Global Technologies Inc • Blank checks

For value received, Paradigm Group II, LLC (the "Obligor"), the undersigned (collectively, "Guarantor") hereby personally and severally guarantees (hereinafter the "Guaranty") to XML - GLOBAL TECHNOLOGIES, INC. (XML), subject to the terms and conditions of this Guaranty, prompt payment of the attached January 27, 2003 promissory note (hereinafter the "Note").

Contract
Oem Agreement • February 14th, 2003 • XML Global Technologies Inc • Blank checks • Texas

This OEM Agreement is entered into and effective as of this 24 day of January, 2003, by and between Paradigm Group II, LLC (Paradigm) a Delaware limited liability company, XML Global Technologies, Inc. ("XML Global") with offices at Suite 9, 1818 Cornwall Ave, Vancouver, BC Canada, V6J 1C7, and Xformity Inc., a Texas corporation ("Company") with offices at 4220 Proton Rd. Ste. 105, Dallas, Texas. 75244

AGREEMENT
Agreement • February 14th, 2003 • XML Global Technologies Inc • Blank checks

THIS AGREEMENT is made and entered into effective this 29th day of January 2003, by and between XML - GLOBAL TECHNOLOGIES, INC., a Colorado corporation ("XML"), XFORMITY, INC., a Delaware corporation ("Xformity"), Paradigm Group II, LLC ("Paradigm"). and Paradigm Millennium Fund, L.P, a Delaware limited partnership ("PMF").

AGREEMENT
Agreement • February 14th, 2003 • XML Global Technologies Inc • Blank checks

THIS AGREEMENT is made and entered into effective this 29 day of January 2003, by and between XML - GLOBAL TECHNOLOGIES, INC., a Colorado corporation ("XML"), and Paradigm Group II, LLC ("Paradigm"), and Paradigm Millennium Fund, L.P, a Delaware limited partnership ("PMF").

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