THESE  SECURITIES AND THE SECURITIES  ISSUABLE UPON THEIR EXERCISE HAVE NOT BEEN
REGISTERED  UNDER THE SECURITIES  ACT OF 1933 AND MAY NOT BE TRANSFERRED  UNLESS
COVERED BY AN EFFECTIVE  REGISTRATION STATEMENT UNDER SAID ACT, OR UPON DELIVERY
TO THE ISSUER OF AN OPINION OF COUNSEL  SATISFACTORY TO THE ISSUER TO THE EFFECT
THAT ANY SUCH TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

                                                                  April 15, 2000

                               WARRANT CERTIFICATE

                   TO PURCHASE 150,000 SHARES OF COMMON STOCK,

                 PAR VALUE $.0001 PER SHARE ("COMMON STOCK"), OF

                             OBJECTSOFT CORPORATION

                  THIS  CERTIFIES  that,  for  value   received,   THE  INVESTOR
RELATIONS  GROUP,  INC. (the  "Holder") , is the owner of the right to purchase,
subject to the  provisions  of this  Warrant,  ONE  HUNDRED  AND FIFTY  THOUSAND
(150,000) Shares (the "Shares") of Common Stock from OBJECTSOFT  CORPORATION,  a
Delaware  corporation  (herein  called the  "Company"),  at any time  during the
period from the date hereof  through 5:00 P.M.,  Eastern  Standard Time on April
14, 2005,  (the  "Exercise  Period") at an initial  exercise  price of $2.50 per
share (the "Exercise  Price"),  subject to adjustment from time to time pursuant
to the provisions of Section 6 hereof.

         1.  Issuance.  The Shares issued  pursuant to this Warrant will be duly
authorized, validly issued, fully paid and nonassessable,  and free of any liens
and  encumbrances,  except for  restrictions on transfer  provided for herein or
under  applicable  federal and state  securities laws. This Warrant shall expire
and become void on the expiration of the Exercise Period.  This Warrant shall be
subject to  earlier  termination  as  provided  herein.  The number of shares of
Common  Stock to be received  upon the exercise of this Warrant and the exercise
price to be paid for each may be adjusted from time to time as herein set forth.
The  securities  deliverable  pursuant to this Warrant,  as they may be adjusted
from time to time, are herein referred to as "Warrant Securities".

         2.  Exercise  of Warrant.  This  Warrant  may be  exercised  during the
Exercise Period.  This Warrant may be exercised as a whole or in part during the
Exercise Period, subject to the above provisions,  by presentation and surrender
hereof to the  Company at its  executive  offices  with the  purchase  form (the
"Form") annexed hereto duly executed and accompanied by

<PAGE>

payment of the Exercise Price by certified check or wire transfer of immediately
available  funds. The Company shall permit payment of the Exercise Price of this
Warrant by delivery by the Holder of a properly  executed Form,  together with a
copy of the Holder's  irrevocable  instructions  to a broker  designated  by the
Company  to  deliver  promptly  to the  Company  the  amount  of  sale  proceeds
sufficient to pay such Exercise Price. In connection therewith,  the Company may
enter into  agreements  for  coordinated  procedures  with one or more brokerage
firms. In the event of any the proper exercise of this Warrant the Company shall
issue instructions to its transfer agent to issue certificates for the shares so
purchased  within two business  days of receipt of the Form.  If this Warrant is
exercised  in  part,  the  Company  will  issue  to  the  Holder  a new  warrant
representing the right of the Holder to purchase the remaining number of Warrant
Securities at the identical terms hereto.

         3.  Reservation of Shares.  The Company hereby agrees that at all times
during the term of this  Warrant  there  shall be  reserved  for  issuance  upon
exercise of this  Warrant  such number of shares of its Common Stock as shall be
required  for  issuance  upon  exercise of this  Warrant and the exercise of any
convertible securities issuable upon the exercise hereof.

         4. Assignment or Loss of Warrant. (a) This Warrant is not assignable or
transferable without the written consent of the Company,  except by operation of
law or as  provided  in (b)  below.  Upon  receipt by the  Company  of  evidence
satisfactory  to it of the  loss,  theft,  destruction  or  mutilation  of  this
Warrant,  and (in the case of loss, theft or destruction)  receipt of reasonably
satisfactory indemnification, and (in the case of mutilation) upon surrender and
cancellation of this Warrant, the Company will execute and deliver a new Warrant
of like tenor and date and any such lost, stolen, destroyed or mutilated Warrant
shall thereupon become void.

                  (b) This  Warrant  shall not be  transferable  by Holder other
than  to a  "Permitted  Transferee"  (as  defined  below);  provided,  that  any
Permitted Transferee shall be absolutely prohibited from transferring all or any
portion of this Warrant other than to Holder or another Permitted  Transferee of
Holder;  and provided  further,  that if Holder  dissolves as an entity or is no
longer  conducting  business,  this Warrant may be  exercised by Holder's  legal
representative  or  beneficiary,  as the case may be, subject to all other terms
and conditions  contained in this Warrant.  Notwithstanding the foregoing,  this
Warrant shall not be transferable by Holder if such transfer is not permitted or
in compliance with applicable federal and state securities laws.

                  (c) For  purposes  of this  Agreement,  Permitted  Transferees
shall include only  officers and  employees of the Holder , provided,  that such
Permitted  Transferees  must agree in writing to be bound by all of the terms of
this  Agreement to the same extent as Holder  hereunder,  in form  acceptable to
counsel  to the  Company,  including  but not  limited  to  restrictions  on the
exercise of this  Warrant and on  transfers  of the Shares,  as the case may be,
following  exercise of this Warrant,  such that any Shares so acquired  shall be
held  subject  to the  terms of this  Agreement.  Shares  held by any  Permitted
Transferee  shall be aggregated  with those held by the  Permitted  Transferee's
transferor in order to determine the number of shares  subject to the provisions
of this Agreement.

                                      -2-
<PAGE>

         5. Rights of the Holder.  The Holder  shall not, by virtue  hereof,  be
entitled to any rights of a stockholder in the Company, either at law or equity,
and the rights of the Holder are limited to those  expressed in this Warrant and
are not enforceable against the Company except to the extent set forth herein.

         6.  Protection  Against  Dilution.  (a) If at any time and from time to
time the  Company  shall (i)  declare a  dividend  in shares of Common  Stock to
holders  of Common  Stock or make a  distribution  in shares of Common  Stock to
holders of Common Stock, (ii) subdivide its outstanding  shares of Common Stock,
(iii) combine its outstanding  shares of Common Stock or (iv) otherwise effect a
recapitalization  of such  character  that the shares of Common  Stock  shall be
changed into or become  exchangeable for a greater or lesser number of shares of
Common  Stock,  then the  Exercise  Price in effect on the  record  date of such
dividend or distribution or the effective date of such subdivision,  combination
or  reclassification  (individually  an "Event" and  collectively  the "Events")
shall be  adjusted,  or  further  adjusted,  to a price  (to the  nearest  cent)
determined by multiplying (i) the Exercise Price in effect  immediately prior to
such Event by (ii) a  fraction,  the  numerator  of which shall be the number of
shares of Common  Stock  outstanding  immediately  prior to such Event,  and the
denominator  of which shall be the number of shares of Common Stock  outstanding
immediately  after  such  Event.  Upon each  adjustment  in the  Exercise  Price
resulting from an Event, the number of Warrant  Securities shall be adjusted (to
the  nearest  one-thousandth  share) by  multiplying  (i) the  number of Warrant
Securities for which the Warrant was exercisable immediately prior to such Event
by (ii) a fraction, the numerator of which shall be the Exercise Price in effect
immediately  prior to such  Event,  and the  denominator  of which  shall be the
Exercise  Price in effect  immediately  after  such  Event.  Notice of each such
adjustment and each such  readjustment  shall be forthwith  mailed to the Holder
setting forth such adjustments or  readjustments  and the facts and calculations
thereof in reasonable  detail.  Any dividend paid or distributed upon the Common
Stock in stock of any  other  class of  securities  convertible  into  shares of
Common  Stock shall be treated as a dividend  paid in Common Stock to the extent
that shares of Common Stock are issuable upon the conversion thereof.

                  (b) In case: (i) a distribution  in the form of stock or other
securities of any other corporation or other entity shall be made or paid by the
Company on, or with  respect to, the then  outstanding  shares of Common  Stock,
(ii) the Company  shall effect a  recapitalization  of such  character  that the
shares of Common Stock will be changed into or become exchangeable for shares of
Common  Stock with a different  par value or no par value,  or (iii) the Company
(or a  successor  corporation)  shall be  consolidated  or  merged  with or into
another   corporation  or  entity  or  shall  sell,   lease  or  convey  all  or
substantially  all of its assets in exchange  for stock or  property  (including
cash) with the view of distributing  such stock or property to its shareholders,
each Share  issuable  upon exercise of this Warrant shall be replaced by, and/or
shall  include,  as the case  may be,  for the  purposes  hereof,  the  stock or
property  issued or  distributed  in respect of each share of Common  Stock upon
such  recapitalization,  reclassification,  merger, sale, lease or conveyance as
the Holder would have been entitled to had the Holder exercised this Warrant and
any underlying  convertible  security  immediately prior to any such occurrence,
and adequate provision to that effect shall be made at the time thereof.

                                      -3-
<PAGE>

                  (c) In case: (i) of any  classification,  reclassification  or
other  reorganization  of the capital  stock of the  Company,  consolidation  or
merger of the Company with or into another  corporation,  or the sale,  lease or
conveyance of all or substantially all of the assets of the Company;  or (ii) of
the  voluntary  or  involuntary  dissolution,  liquidation  or winding up of the
Company;  then, and in any such case,  the Company shall mail to the Holder,  at
least 20 days prior thereto, a notice stating the date or expected date on which
a record is to be taken.  Such  notice  shall also  specify the date or expected
date, if any is to be fixed, as of which holders of Common Stock of record shall
be entitled to exchange  their  shares of Common Stock for  securities  or other
property deliverable upon such classification, reclassification, reorganization,
consolidation,  merger, conveyance, dissolution,  liquidation, winding up or any
other appropriate action, as the case may be.

         7.  Transfer to Comply with the  Securities  Act.  This Warrant has not
been registered under the Securities Act of 1933, as amended (the "Act") and has
been issued to the Holder for investment and not with a view to the distribution
of either the Warrant or the Warrant Securities. Neither this Warrant nor any of
the Warrant Securities or any other security issued or issuable upon exercise of
this Warrant may be sold, transferred, pledged or hypothecated in the absence of
an effective  registration  statement under the Act relating to such security or
an opinion of counsel  satisfactory  to the  Company  that  registration  is not
required under the Act. Each certificate for the Warrant, the Warrant Securities
and any other  security  issued or issuable  upon exercise of this Warrant shall
contain a legend on the face  thereof,  in form and  substance  satisfactory  to
counsel for the Company, setting forth the restrictions on transfer contained in
this Section.

         8. Piggyback  Registration  Rights.  (a) If at any time or from time to
time  following  the date hereof,  the Company  shall  determine to register any
distribution  of its securities  with the  Securities  and Exchange  Commission,
either for its own account or the account of a security holder or holders,  in a
registration  statement  covering  the sale of  shares  of  Common  Stock to the
general public  pursuant to a public offering in compliance with the Act (except
with  respect  to any  registration  filed on Form S-8 or Form S-4 or such other
form which  does not  include  substantially  the same  information  as would be
included in a registration statement covering the sale of shares of Common Stock
to the general public),  the Company will include in such  registration (and any
related  qualification  under  blue sky laws) and in any  underwriting  involved
therein, all the Shares of the Holder,  except as set forth in subparagraphs (b)
or  (c)  below.  Notwithstanding  the  foregoing,  the  Holder  shall  not  have
registration  rights with respect to any  registration  statement on Form S-3 or
Form SB-2 which has been filed with the Securities and Exchange Commission prior
to the  date  hereof,  or any  amendment  thereto  or any  related  registration
statement,  nor shall the Holder  have  registration  rights  with  respect to a
particular  registration  statement in the event that any investor or lender for
whom the  registration  statement  is filed  objects to the  inclusion  of other
shares of Common  Stock,  including the shares of Common Stock  underlying  this
Warrant  ("Registrable  Securities") in such registration  statement;  provided,
however, that such objection by an investor or lender must be made pursuant to a
legal right  granted by the Company to such investor or lender prior to the date
of this Warrant and contained in a definitive  agreement between the Company and
such investor or lender executed prior to the date of this Warrant.

                                      -4-
<PAGE>

                  (b) If the  distribution is to be  underwritten,  the right of
Holder to  registration  pursuant to this  Section 8 shall be  conditioned  upon
Holder's  participation  in the underwriting and the inclusion of the Shares and
securities underlying the Shares, as the case may be, in the underwriting to the
extent provided  herein.  Holder shall (together with the Company) enter into an
underwriting  agreement in customary form with the  underwriter or  underwriters
selected  for such  underwriting  by the Company.  Holder  shall  furnish to the
Company such written information concerning Holder and the distribution proposed
by Holder as the Company may reasonably request.

                  (c)  Notwithstanding any other provision of this Section 8, if
the underwriter  determines  that marketing  factors require a limitation of the
number of  shares to be  underwritten,  and such  determination  is made by such
underwriter in writing,  then the  underwriter  may limit the number of Holder's
Shares to be included in the registration and  underwriting,  or may exclude the
Shares from such underwriting, provided that the underwriter limits all proposed
selling shareholders on a pro-rata basis. In addition,  this Section 8 shall not
be  applicable  at any time that all the Shares  owned by the  Holder  have been
effectively registered for resale under the Act.

                  (d) All expenses  incurred in connection with any registration
or qualification pursuant to this Warrant,  including,  without limitation,  all
registration,  filing  and  qualification  fees,  printing  expenses,  fees  and
disbursements  of counsel for the Company and fees and  disbursements of counsel
for the Holder in an amount not to exceed $15,000,  and expenses and fees of any
special audits incidental to or required by such registration, shall be borne by
the  Company;  provided,  however,  that the  Company in any event  shall not be
required  to  pay  Holder's  brokerage  fees,  or  underwriters'   discounts  or
commissions  relating to the Shares  (such  brokerage  fees,  and  underwriters,
discounts or commissions to be borne by Holder).

                  (e) In the case of each  registration  effected by the Company
pursuant  to this  Warrant,  the Company  will:  (i) keep such  registration  or
qualification  pursuant to this Section 8 effective  until Holder has  completed
the distribution  described in the registration  statement relating thereto (BUT
NO LONGER  THAN 270 DAYS), and (ii)  furnish  such number of  prospectuses  and
other  documents  incident  thereto as Holder  from time to time may  reasonably
request.

                  (f) The registration rights granted to Holder pursuant to this
Section 8 are assignable solely to its Permitted  Transferees in connection with
a transfer of any of the Shares to such persons.

                  (g)  Whenever  pursuant  to  this  Section  8, a  registration
statement  relating to the  Registrable  Securities  is filed under the Act, the
Company will indemnify and hold harmless each holder of the  securities  covered
by such registration  statement, or amendment or supplement thereto (such holder
being hereinafter called the "Distributing Holder"), its officers and directors,
and  each  person,  if any,  who  controls  the  Distributing  Holder,  and each
underwriter of such  securities  and each person,  if any, who controls any such
underwriter,  against any losses,  claims,  damages,  or  liabilities,  joint or
several,  to which the Distributing  Holder,  any such controlling person or any
such underwriter may become subject, under federal

                                      -5-
<PAGE>

securities  laws or  otherwise,  insofar  as such  losses,  claims,  damages  or
liabilities  (or actions in respect  thereof) arise out of or are based upon any
untrue  statement  of any  material  fact  contained  in any  such  registration
statement or any preliminary prospectus or final prospectus  constituting a part
thereof,  or any amendment or supplement  thereto,  or arise out of or are based
upon the omission to state therein a material fact required to be stated therein
or necessary to make the statements  therein not  misleading;  and will promptly
reimburse  the  Distributing   Holder  and  each  such  controlling  person  and
underwriter  for  any  legal  or  other  expenses  reasonably  incurred  by  the
Distributing Holder or such controlling person or underwriter in connection with
investigating or defending any such loss, claim, damage,  liability,  or action;
provided,  however,  that the Company will not be liable in any such case to the
extent that any such loss, claim, damage, or liability arises out of or is based
upon an untrue  statement  or alleged  untrue  statement  or omission or alleged
omission made in such  registration  statement,  preliminary  prospectus,  final
prospectus,  or amendment or supplement in reliance upon and in conformity  with
written  information   furnished  by  such  Distributing  Holder  or  any  other
Distributing  Holder,  for use in the preparation  thereof or the failure of the
Distributing  Holder to deliver the final  prospectus  to the  purchaser  of the
securities.

                  (h) Promptly after receipt by an indemnified  party under this
Section 8 of notice of the commencement of any action,  such  indemnified  party
will,  if a claim in respect  thereof  is to be made  against  any  indemnifying
party, give the indemnifying party notice of the commencement  thereof;  but the
omission  so to notify  the  indemnifying  party  will not  relieve  it from any
liability which it may have to any  indemnified  party otherwise than under this
Section 8.

                  (i) In case any such action is brought against any indemnified
party, and it notifies an indemnifying  party of the commencement  thereof,  the
indemnifying  party will be entitled to participate  in, and, to the extent that
it may wish, jointly with any other indemnifying  party similarly  notified,  to
assume  the  defense  thereof,  with  counsel  reasonably  satisfactory  to such
indemnified  party,  and  after  notice  from  the  indemnifying  party  to such
indemnified  party  of its  election  so to  assume  the  defense  thereof,  the
indemnifying  party  will not be liable to such  indemnified  party  under  this
Section  8 for  any  legal  or  other  expenses  subsequently  incurred  by such
indemnified party in connection with the defense thereof.

         9.  Notices.  Any notice or other  communication  required or permitted
hereunder  shall be in writing and shall be delivered  personally,  telegraphed,
telexed,  sent by facsimile  transmission  or sent by  certified,  registered or
express mail,  postage  pre-paid.  Any such notice shall be deemed given when so
delivered personally,  telegraphed,  telexed or sent by facsimile  transmission,
or, if mailed, two days after the date of deposit in the United States mails, as
follows:

                                      -6-
<PAGE>

                           (a)      if to the Company, to:
                                    OBJECTSOFT CORPORATION
                                    Continental Plaza III
                                    433 Hackensack Avenue
                                    Hackensack, New Jersey 07601
                                    Attention: David E. Y. Sarna, Chairman

                           (b)      if to the Holder, to:
                                    THE INVESTOR RELATIONS GROUP, INC.
                                    11 West 30th Street, 5th Floor
                                    New York, New York  10001
                                    Attention:  Dian Griesel, President

Any party may by  notice  given in  accordance  with this  Section  to the other
parties designate another address or person for receipt of notices hereunder.

         10.  Supplements and Amendments;  Whole Agreement.  This Warrant may be
amended or supplemented or any provision  hereof waived only by an instrument in
writing  signed by the Company and the Holder.  This  Warrant  contains the full
understanding  of the parties  hereto with respect to the subject  matter hereof
and  thereof  and  there  are  no  representations,  warranties,  agreements  or
understandings other than expressly contained herein and therein.

         11.  Governing  Law. This Warrant shall be deemed to be a contract made
under the laws of the State of Delaware and for all  purposes  shall be governed
by and  construed  in  accordance  with the  laws of such  State  applicable  to
contracts to be made and performed entirely within such State.

         12.  Counterparts.  This  Warrant  may be  executed  in any  number  of
counterparts and each of such  counterparts  shall for all purposes be deemed to
be an original,  and all such counterparts shall together constitute but one and
the same instrument.

         13. Descriptive Headings.  Descriptive headings of the several Sections
of this  Warrant  are  inserted  for  convenience  only and shall not control or
affect the meaning or construction of any of the provisions hereof.



                                      -7-
<PAGE>



         IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as
of the 15th day of April, 2000


                                          OBJECTSOFT CORPORATION

                                           By: /s/ David E. Y. Sarna
                                              ---------------------------------
                                                   David E. Y. Sarna, Chairman


                                          THE INVESTOR RELATIONS GROUP, INC.,
                                          warrantholder


                                           By: /s/ Dian Griesel
                                              ---------------------------------
                                                   Dian Griesel, Chairman,
                                                   President and Chief Executive
                                                   Officer




                                      -8-
<PAGE>

                                  PURCHASE FORM

                  (To be signed only upon exercise of Warrant)


To:  ObjectSoft Corporation

         The undersigned,  the holder of the within Warrant,  hereby irrevocably
elects to exercise the purchase  right  represented  by such Warrant for, and to
purchase     thereunder,      __________________________________________________
(__________) of the number of shares (the "Shares") of common stock (the "Common
Stock"), par value $.0001 per share, of ObjectSoft Corporation purchasable under
such Warrant and requests that a certificate(s) for such shares be issued in the
name   of,   and    delivered    to,    _____________________    whose   address
is_________________________________________________________________.   If   said
number  of shares is less  than all of the  shares of Common  Stock  purchasable
under  the  within  Warrant,   the  undersigned  requests  that  a  new  Warrant
representing  the remaining  balance of such shares be registered in the name of
_______________,  whose  address  is  _________________________,  and that  such
Warrant be delivered to _____________________________________, whose address is

______________________________________________________.

         The exercise price for the Shares is $____ per Share,  for an aggregate
exercise price of $________ for all of the Shares. Together with the delivery of
this Purchase Form, the undersigned is:

                  Please check one:

         /__/     Tendering  to the  Company  cash or a  certified  check in the
                  amount of  $_______________,  as payment of the exercise price
                  of the Shares.

         /__/ Requesting  payment of the exercise price through a sale of Shares
by a broker  designated  by the  Company  in  accordance  with the  terms of the
Warrant.  The undersigned  understands that the Shares shall be delivered to the
undersigned  promptly  after the Company  instructs  the transfer  agent for its
Common Stock to deliver a certificate for the Shares to the undersigned.


<PAGE>


         The  undersigned  represents that it is acquiring such shares of Common
Stock for its own account for investment purposes only and not with a view to or
for sale in connection with any distribution thereof.

Dated:    ______________              Signature: _______________________________
                                      (Signature must conform in all respects to
                                      name  of  holder as specified on the face
                                      of the Warrant)

                                      Address:

                                      ______________________________

                                      ______________________________

                                      ______________________________



                                      -10-