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110 West Easy Street
Simi Valley, CA 93065
October 27, 2000
Mr. Dimitri Simonenko
Business Solutions Group, Inc.
45723 Paddington Station Terrace
Sterling, VA 20166
Re: $60,000 Loan to Business Solutions Group, Inc.
This letter shall confirm our agreement with respect to the above referenced loan. Upon the execution hereof, PerfectData
Corporation (the "Lender") shall loan (the "Loan") Sixty Thousand ($60,000) Dollars to Business Solutions Group, Inc. (the
"Borrower"), a Virginia corporation, which loan shall bear interest at a rate of seven (7%) percent per annum and shall be
repayable on December 15, 2000, and shall be mandatorily prepayable out of the proceeds of the Comp USA Receivables (herein
defined). The Loan shall be evidenced by a promissory note (the "Note"). The payment of the Loan shall be secured by a first
priority security interest in all of the Borrower's accounts receivable from Comp USA (the "Comp USA Receivables"). All
invoices relating to the Comp USA accounts receivable shall reflect the Lender's security interest therein and shall instruct that
the Comp USA receivables shall be paid to an account designated and controlled by the Lender. The lender shall apply the
proceeds of the Comp USA Receivables to the payment of all amounts due under the Note and shall remit the balance to the
Borrower. The Borrower and Dimitri Simonenko represent and warrant to the lender that as of the date hereof the outstanding
balance of the Comp USA Receivables are $99,456 which are represented by the invoices attached hereto as Exhibit "A".
This Agreement shall be enforced, governed by, and construed in accordance with the laws of the State of New York,
regardless of the choice of law or conflict of law provisions of or any other jurisdiction. The parties agree that any suit brought
in connection with this Agreement shall be brought in the state