0001038838-09-000152 Sample Contracts

AMENDED PROMISSORY NOTE AND SECURITY AGREEMENT
Promissory Note and Security Agreement • June 4th, 2009 • Plangraphics Inc • Services-computer integrated systems design • Arkansas

FOR VALUE RECEIVED, Integrated Freight Systems, Inc., a Florida corporation, ("Maker") whose principal executive office is located at Suite 200, 6371 Business Boulevard, Sarasota, Florida 34240, promises to pay to T. Mark Morris ("Holder") the sum of Six Hundred Thousand Dollars and No Cents ($600,000.00), together with simple interest at a rate of eight percent per annum. Principal together with accrued and unpaid interest shall be payable and shall be paid not later than October 31, 2009 (“Maturity Date”), subject nevertheless to and extenson in accordance with Holder’s forebearance agreement for the benefit of Tangiers Investors L.P., at such address as to which written notice is given to Maker by Holder from time to time.

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AMENDED AND RESTATED STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • June 4th, 2009 • Plangraphics Inc • Services-computer integrated systems design • Florida

This Amended and Restated Stock Purchase Agreement (the “Agreement”) is entered into as of May 1, 2009, by and between Nutmeg/Fortuna Fund, LLLP, an Illinois limited liability limited partnership with its principal place of business located at Suite 10, 155 Revere Drive, Northbrook, IL 60062, (the “Seller”) and Integrated Freight Systems, Inc., a Florida Corporation with its principal place of business located at Suite 200, 6371 Business Boulevard, Sarasota, FL 34240 (the “Purchaser”). Each of the Seller and Purchaser shall be referred to as a “Party” and collectively as the “Parties”.

AMENDED PROMISSORY NOTE AND SECURITY AGREEMENT
Promissory Note and Security Agreement • June 4th, 2009 • Plangraphics Inc • Services-computer integrated systems design • Nebraska

FOR VALUE RECEIVED, Integrated Freight Systems, Inc., a Florida corporation, ("Maker") whose principal executive office is located at Suite 200, 6371 Business Boulevard, Sarasota, Florida 34240, promises to pay to _____ Smith ("Holder") the sum of One Hundred Twenty-five Thousand Dollars and No Cents ($125,000.00), together with simple interest at a rate of eight percent per annum. The principal amount hereof, together with accrued and unpaid interest shall be due and payable and it shall be paid in full not later than October 31, 2009 (“Maturity Date”), subject nevertheless to and extenson in accordance with Holder’s forebearance agreement for the benefit of Tangiers Investors L.P., at such address as to which written notice is given to Maker by Holder from time to time.

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