EX-4.16                                  SENIOR SECURED CONVERTIBLE NOTE

No. 1-A                                                          $25,000

                             TRANSAXIS, INC.

                     SENIOR SECURED CONVERTIBLE NOTE

                    Maturity Date: September 29, 2003

THIS NOTE AND THE COMMON STOCK THAT MAY BE ISSUABLE TO THE HOLDER
HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED, AND MAY NOT BE SOLD, PLEDGED, HYPOTHECATED, DONATED OR
OTHERWISE TRANSFERRED WITHOUT COMPLIANCE WITH THE REGISTRATION OR
QUALIFICATION PROVISIONS OF APPLICABLE FEDERAL AND STATE SECURITIES
LAWS OR APPLICABLE EXEMPTIONS THEREFROM.

FOR VALUE RECEIVED, TRANSAXIS, INC. (formerly Digital Courier
Technologies, Inc.), a Delaware corporation (the "Company"), promises
to pay to FREESTAR TECHNOLOGY CORPORATION, the registered holder or
registered assigns hereof (the "Holder"), the principal amount of
TWENTY-FIVE THOUSAND DOLLARS ($25,000) payable on September 29, 2003
(the "Maturity Date"), together with interest on the outstanding
principal amount of this Note, calculated on the basis of a 360 day
year and payable in arrears on a quarterly basis on the first day of
December, March, June and September of each year, accruing at the rate
of (i) twelve and one-half (12%) per annum, commencing on September
1, 2003, provided the acquisition by Holder of not less than 70% of
the capital stock of the Company (the "Acquisition") has not been
consummated on or before August 31, 2003, and (ii) fifteen percent
(15%) per annum, commencing on January 1, 2004, provided the
Acquisition has not been consummated as of such date.  Notwithstanding
any provision to the contrary contained in this Note, in the event
that the Acquisition is consummated on or before August 31, 2003, the
Maturity Date shall be extended for an additional period of one year
after the closing of the Acquisition pursuant to Section 2 of the
Letter of Intent (defined below).

     8.  Payments and Prepayments.

        (a)  Payments of principal and interest on this Note shall
be made at the principal office of the Holder, located at Calle
Fantino Falco, J.A. Baez Building, 2nd Floor, Santo Domingo, Dominican
Republic, or such other place or places as may be specified by the
Holder of this Note in a written notice to the Company at least ten
(10) days before a given payment date.

        (b)  Payments of principal and interest on this Note shall
be made in lawful money of the United States of America by mailing the
Company's good check in the proper amount to the Holder at least five
days prior to the due date of each payment or otherwise transferring
funds so as to be received by the Holder on the due date of each such
payment.

        (c)  If any payment on this Note becomes due and payable on
a Saturday, Sunday or other day on which commercial banks in New York,
New York are authorized or required by law to close, the maturity
thereof shall be extended to the next succeeding business day and,
with respect to payments of principal, interest thereon shall be
payable during such extension at the then applicable rate.

        (d)  This Note is subject to prepayment, in whole or in
part, at the option of the Company, at any time, without premium or
penalty; provided, however, that this Note shall not be prepayable if
the Holder has given notice of election to convert pursuant to Section
4 below.

     9.  Security.  The payment of this Note is secured by a security
agreement dated as of June 30, 2003 (the "Security Agreement").

     10.  Seniority.  The payment of this Note is a senior obligation
of the Company.

     11.  Conversion.  In the event this Note is not repaid in full on
or before December 31, 2003, the Holder shall have the option for a
one-year period (the "Option"), commencing on January 1, 2004 to
convert this Note, without the payment of any other consideration,
into such number of shares of common stock of the Company (the
"Conversion Shares") as will equal the percentage determined in the
following sentence (the "Conversion Percentage") of the Company's then
outstanding number of shares of voting capital stock on a fully-
diluted basis.  The Conversion Percentage shall be at least five
percent (5%) and shall be increased by the number of percentage points
that is obtained by dividing (i) the aggregate amount of principal and
interest that remains outstanding on this Note and any other notes
made by the Holder pursuant to the Letter of Intent as of the date of
calculation by (ii) 15,000.  Until the Note is repaid in full the
Company shall not borrow or become otherwise liable for any sum of
money, incur any debt or subject any of its assets to any lien or
encumbrance whatsoever without the prior written consent of Holder
(the "TransAxis Indebtedness Covenant"), except (i) any borrowing made
to repay Holder in full under this Note or (ii) in the ordinary course
of the Company's business consistent with past practice.  In the event
the Company breaches the TransAxis Indebtedness Covenant, this Note
shall be deemed in default and the Option shall become exercisable as
provided in the first sentence of this Section 4.

     12.  Events of Default.  In the event that any one or more of the
following occurs:

        (i)  the Company defaults in the payment of any installment
of interest required to be made on this Note and such default shall
continue for a period of ten (10) days;

        (ii)  the Company defaults in making any payment of principal
on this Note required to be made on this Note and such default shall
continue for a period of five (5) days;

        (iii)  the occurrence of any default under the Security
Agreement;

        (iv)  the failure of the Company to perform any of its
obligations or the breach of any of its representations or covenants
under Section 1 of the letter of intent dated as of June 30, 2003
between the Holder, the Company and certain stockholders of the
Company (the "Letter of Intent");

        (v)  the failure in any material respect to apply the
proceeds of this Note in accordance with Exhibit C to the Letter of
Intent; or

        (vi)  the Company hereafter makes an assignment for the
benefit of creditors, or files a petition in bankruptcy as to itself,
is adjudicated insolvent or bankrupt, petitions a receiver of or any
trustee for the Company or any substantial part of the property of the
Company under any bankruptcy, reorganization, arrangement,
readjustment of debt, dissolution or liquidation law or statute of any
jurisdiction, whether or not hereafter in effect; or if there is
hereafter commenced against the Company any such proceeding and an
order approving the petition is entered or such proceeding remains
undismissed for a period of sixty (60) days, or the Company by any act
or omission to act indicates its consent to the approval of or
acquiescence in any such proceeding or the appointment of any receiver
of, or trustee for, the Company or any substantial part of its
properties, or suffers any such receivership or trusteeship to
continue undischarged for a period of sixty (60) days.

then, and in any such event, and at any time thereafter, if such event
shall then be continuing, the holder of this Note may declare this
Note due and payable, whereupon the same shall be due and payable
without presentment, demand, protest or other notice of any kind.

     13.  Investment Representation.

        (a)  The Holder hereby acknowledges that this Note and the
Conversion Shares are not being registered (i) under the Act on the
ground that the issuance of the Note is exempt from registration under
Section 4(2) of the Act as not involving any public offering or (ii)
under any applicable state securities law because the issuance of this
Note does not involve any public offering; and that the Company's
reliance on the Section 4(2) exemption of the Act and under applicable
state securities laws is predicated in part on the representations
hereby made to the Company by the Holder that it is acquiring this
Note for investment for its own account, with no present intention of
dividing its participation with others or reselling or otherwise
distributing the same except pursuant to any requirement of law that
the disposition of its property shall at any time be within its control.

        (b)  The Holder hereby agrees that it will not sell or
transfer all or any part of this Note and/or Conversion Shares other
than to its subsidiaries or Affiliates (as such term is defined in
Rule 144 promulgated under the Securities Act of 1933, as amended)
unless and until it shall first have given notice to the Company
describing such sale or transfer and furnished to the Company either
(a) an opinion, reasonably satisfactory to counsel for the Company, of
counsel (skilled in securities matters, selected by the Holder and to
the Company) to the effect that the proposed sale or transfer may be
made without registration under the Act and without registration or
qualification under any state law, or (b) an interpretive letter from
the Securities and Exchange Commission to the effect that no
enforcement action will be recommended if the proposed sale or
transfer is made without registration under the Act.

        (c)  If, at the time of issuance of the Conversion Shares,
no registration statement is in effect with respect to such shares
under applicable provisions of the Act, the Company may at its
election require that Holder provide the Company with written
reconfirmation of the Holder's investment intent and that any stock
certificate delivered to the Holder upon conversion of this Note shall
bear legends reading substantially as follows:

     "TRANSFER OF THE SHARES REPRESENTED BY THIS CERTIFICATE IS
     SUBJECT TO CERTAIN RESTRICTIONS SET FORTH IN THE NOTE
     PURSUANT TO WHICH THESE SHARES WERE ISSUED BY THE COMPANY.
     COPIES OF THOSE RESTRICTIONS ARE ON FILE AT THE PRINCIPAL
     OFFICES OF THE COMPANY, AND NO TRANSFER OF SUCH SHARES OR OF
     THIS CERTIFICATE, OR OF ANY SHARES OR OTHER SECURITIES (OR
     CERTIFICATES THEREFOR) ISSUED IN EXCHANGE FOR OR IN RESPECT
     OF SUCH SHARES, SHALL BE EFFECTIVE UNLESS AND UNTIL THE
     TERMS AND CONDITIONS THEREIN SET FORTH SHALL HAVE BEEN
     COMPLIED WITH."

     "THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
     REGISTERED UNDER THE SECURITIES ACT OF 1933, AND MAY NOT BE
     SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF IN THE
     ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE
     SECURITIES ACT OF 1933 OR AN OPINION OF COUNSEL SATISFACTORY
     TO THE ISSUER OF THIS CERTIFICATE THAT REGISTRATION IS NOT
     REQUIRED UNDER SAID ACT."

In addition, so long as the foregoing legend may remain on any stock
certificate delivered to the Holder, the Company may maintain
appropriate "stop transfer" orders with respect to such certificates
and the shares represented thereby on its books and records and with
those to whom it may delegate registrar and transfer functions.

        (d)  The Company may refuse to recognize a transfer of this
Note or any Conversion Shares on its books should a holder attempt to
transfer this Note or any Conversion Shares otherwise than in
compliance with this Section 6.

     14.  Miscellaneous.

        (a)  This Note is the obligation of the Company only, and no
recourse shall be had for the payment thereof or interest thereon
against any shareholder, officer or director of the Company, whether
by virtue or any constitution, statute, rule or law or otherwise, all
such liability, by the acceptance hereof, and as part of the
consideration hereof, being expressly waived.

        (b)  Upon receipt of evidence reasonably satisfactory to the
Company of the loss, theft, destruction or mutilation of this Note and
of a letter of indemnity reasonably satisfactory to the Company, and
upon reimbursement to the Company of all reasonable expenses incident
thereto, and upon surrender or cancellation of this Note, if
mutilated, the Company will make and deliver a new Note of like tenor
in lieu of such lost, stolen, destroyed or mutilated Note.

        (c)  THIS NOTE AND THE RIGHTS AND OBLIGATIONS OF EACH OF THE
COMPANY AND THE HOLDER HEREUNDER SMALL BE CONSTRUED IN ACCORDANCE WITH
AND BE GOVERNED BY THE LAWS OF THE STATE OF DELAWARE APPLICABLE TO
AGREEMENTS AND INSTRUMENTS MADE AND TO BE PERFORMED IN DELAWARE AND
CANNOT BE MODIFIED OR CHANGED ORALLY.

IN WITNESS WHEREOF, the Company has duly caused this Note to
be signed on its behalf, in its corporate name and by its duly
authorized officer as of this 17th day of July, 2003.

TRANSAXIS, INC.


By: /s/  Lynn Langford
Name: Lynn Langford
Title: Chief Financial Officer