AMENDMENT #1 TO AGREEMENT DATED AS OF MAY 25, 2004
THIS INSTRUMENT constitutes AMENDMENT # 1 to that certain Agreement dated as of May 25, 2004 (the
"Agreement") between BUZSOFT INC, a Georgia corporation ("Buzsoft"), and SURFNET MEDIA GROUP,
INC., A Delaware corporation ("SurfNet"). SurfNet and the Company are hereinafter referred to collectively as
The Parties hereby agree to amend the Agreement as follows (each of the capitalized terms which is used in this
letter shall have the same meaning which is set forth in the Agreement):
1. Section 2 is stricken in its entirety and, a new Section 2) is inserted in lieu thereof, as follows:
"SurfNet will compensate you for performance of the Services at the rate of $60,000 per annum through the
issuance of three hundred thousand shares (300,000) shares of common stock of SurfNet (the Shares") reserved
for issuance under SurfNet's Stock Plan and registered on Form S-8. For purposes of calculating the aggregate
consideration, the value of the Shares will be determined on August 12, 2004, on the basis of the last closing sale
price on the OTCBB as of that date as quoted on Yahoo! Finance (i.e., $.20 per share).
2. Except as specifically amended herein, the Agreement remains in full force and effect.
IN WITNESS WHEREOF, this amendment to the Agreement has been duly executed by each of the parties
hereto as of the day and year above written.
SURFNET MEDIA GROUP, INC.
/s/ Jay Stulberg
Jay Stulberg, President
/s/ Robert Arkin
Robert Arkin, Chairman
[GRAPHIC OMITTED][GRAPHIC OMITTED]
2801 SOUTH FAIR LANE o SUITE 101 o TEMPE, ARIZONA 85282-3162
VOICE: 602.426.7200 o TOLL FREE: 866.281.8624 o FAX: 602.426.7201
August 25, 2004
Pamplona Capital Inc.
8704 Standish Road
Alexandria, VA 22308
Attention: Peyton Jackson
Dear Mr. Jackson:
This confirms the basis upon which SurfNet Media Group, Inc. has engag