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Forbearance Agreement

This is an actual contract by Accesskey Ip.
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This Agreement (the "Agreement") is dated as of September 1, 2009 between AccessKey IP, Inc. (the "Company"), a Nevada corporation, and The Melanie S. Altholtz Irrevocable Trust ("Holder"), having its principal address at 2906 Alex McKay Place, Sarasota, FL 34240.


A. On or about April 3, 2009, the Company received $200,000 of financing from Holder, in exchange for the issuance of the April 3, 2009 Note (the "Note").

B. Holder intended this to be a relatively short term agreement and would not have made the $200,000 loan but for the assumption that the loan would be repaid in accordance with the terms of the original note.

C. The Company has defaulted on the April 3, 2009 Note, having failed to make the payments in accordance with the Maturity Dates.

D. The default places a hardship on Holder.

E. The Company has represented that but for unforeseen business exigencies which the Company claims prevented it from making the payments when due, the Company would have made payments.

F. The Company and Holder have determined, subject to the terms, conadditions, agreements, representations and warranties set forth herein, that this Agreement, and the attached Superseding Note, will serve the general welfare and adadvantage of the Company's business.

G. By signing the attached Superseding Note (the "Superseding Note"), substituting for the April Note, the Company is securing Holder's agreement of forbearance.

H. Holder had requested a demonstration of good faith on the part of the Company, requesting a 25% penalty, or $50,000, as a condition of Holder's forbearance.

I. The Company has represented that due to unforeseen business exigencies which it claims also prevented it from making the payments when due, the
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