0001085037-03-000404 Sample Contracts

Contract
Storage Alliance Inc • June 10th, 2003 • Services-computer processing & data preparation • Alberta

THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").

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SETTLEMENT AGREEMENT
Settlement Agreement • June 10th, 2003 • Storage Alliance Inc • Services-computer processing & data preparation • Alberta
SUBSCRIPTION AGREEMENT
Subscription Agreement • June 10th, 2003 • Storage Alliance Inc • Services-computer processing & data preparation • New York

THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of May 14, 2002, by and among STORAGE ALLIANCE INC., a Nevada corporation (the "Company"), and ALPHA CAPITAL AKTIENGESELLSCHAFT (the "Subscriber").

ADVISORY FEE PAYMENT AND SUBSCRIPTION AGREEMENT
Payment and Subscription Agreement • June 10th, 2003 • Storage Alliance Inc • Services-computer processing & data preparation • Alberta

This ADVISORY FEE PAYMENT AND SUBSCRIPTION AGREEMENT (the "Agreement") is made as of the 2nd day of June, 2003, by and between Storage Alliance Inc. ("Storage"), whose business address is Suite 725, 435 Fourth Avenue S.W., Calgary, Alberta, Canada, T2P 3A8, and J.P. Carey Securities, Inc. ("J.P. Carey"), whose business address is Atlanta Financial Center, East Tower, 3343 Peachtree Road, N.E., Suite 500, Atlanta.

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 10th, 2003 • Storage Alliance Inc • Services-computer processing & data preparation • Georgia

THIS AGREEMENT ("Agreement") is made as of the 16th day of April 2003, by and between Storage Alliance, Inc., the (""Company""), and, J.P. Carey Securities Inc., a Georgia corporation (the "Agent").

FUNDS ESCROW AGREEMENT
Funds Escrow Agreement • June 10th, 2003 • Storage Alliance Inc • Services-computer processing & data preparation • New York

This Agreement is dated as of the 14th day of May, 2003 among Storage Alliance Inc., a Nevada corporation (the "Company"), Alpha Capital Aktiengesellschaft, a Lichtenstein corporation ("Subscriber"), and Grushko & Mittman, P.C. (the "Escrow Agent"):

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