Exhibit 10.3
                                                       Debt Conversion Agreement

                            DEBT CONVERSION AGREEMENT

      This Debt Conversion  Agreement (the "Agreement")  dated as of October 31,
2005 is entered  into by and between  MANU FORTI GROUP  INC.,  a Nevada  Company
having an address at 7770 Regents Road, Suite 113-401,  San Diego, CA 92122 (the
"Company") and the persons executing this Agreement on the signature page hereto
and having the address set forth thereon (each a  "Creditor,"  and  collectively
the "Creditors").

                                   BACKGROUND

      Each of the  Creditors  has made a loan to the Company in an amount as set
forth  opposite such  Creditor's  name on Schedule A to this  Agreement  (each a
"Loan," and  collectively  the  "Loans").  In connection  with the  transactions
contemplated by a share exchange agreement ("Share Exchange  Agreement"),  dated
as of November 15, 2005, among the Company and the shareholders of Upsnap, Inc.,
the Parties  have agreed that the Company will repay the Loans by issuing to the
Creditors shares of the Company common stock.

      Now, THEREFORE,  in consideration of the mutual promises set forth herein,
the parties hereto hereby agree as follows:

      1. Issuance of the Shares.  As soon as practicable  after the date hereof,
the Company shall issue shares of the Company's common stock to the Creditors at
a rate of Fifty  (USD  $0.50)  Cents per share,  or Two shares of the  Company's
common stock for every One (USD$1.00)  dollar (the "Shares") in consideration of
the  Creditors'  releases of the Company's  obligation to repay the Loans and in
consideration  of the  release  set  forth  in  Section  2  hereof.  Each of the
Creditors hereby acknowledges that the Shares shall constitute  restricted stock
and will contain the standard legend that refers to the transfer restrictions of
the Securities Act of 1933, as amended.

      2. Release. In consideration of the issuance of the Shares as specified in
Section  1  hereof  and for such  other  good and  valuable  consideration,  the
Creditors shall release and forever discharge the Company,  its subsidiaries and
affiliates  (collectively,  the "Releasees") from the Releasees' obligation (the
"Obligation")  to repay Loans and any other  amounts owned by the Company to the
Creditors as of the date hereof and the Creditors  shall not bring or pursue any
judicial,  quasi-judicial or administrative  action against any of the Releasees
for  any  reason  whatsoever  arising  out  of  or  otherwise  relating  to  the
Obligation. Each of the Creditors hereby acknowledges and agrees that he has not
already  filed  or  otherwise  commenced  any such  action.  All of  rights  and
obligations of the Creditors  relating to the Obligation will be governed solely
by this Agreement.

      3. Miscellaneous.  The parties hereto, without the need for any additional
consideration,  agree to execute such other and further  instruments,  documents
and agreements  and to perform such other acts as may be reasonably  required to
effectuate the purposes of this Agreement. This Agreement constitutes the entire
understanding among the parties hereto with respect to the subject matter hereof
and may not be amended,  modified or supplemented except by a written instrument
signed by all of the parties  hereto.  This  Agreement  shall be governed by and
construed  according to the laws of the State of New York without  regard to the
conflicts  of law  principles  thereof.  This  Agreement  may be executed in any
number  of  counterparts,  each  of  which  shall  be  deemed  an  original  and
enforceable against the parties actually executing such counterpart,  and all of
which, when taken together, shall constitute one instrument. Facsimile execution
and delivery of this letter agreement is legal,  valid and binding execution and
delivery for all purposes.

                            [Signature Page Follows]


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      IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as of
the day and year first written above.

                                          MANU FORTI GROUP INC.

                                          By:
                                             ------------------------------
                                             Name: Todd M Pitcher
                                             Title: Chief Executive Officer


                                          ---------------------------------
                                          Jason Sundar

                                          Address:

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                                          ---------------------------------
                                          Yvonne New

                                          Address:

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                                          518464 B.C. LTD.

                                          By:
                                             ------------------------------
                                             Name:
                                             Title:

                                          Address:

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                                          ART MAPP COMMUNICATIONS, INC.

                                          By:
                                             ------------------------------
                                             Name:
                                             Title:

                                          Address:

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                                   SCHEDULE A

      ART MAPP COMMUNICATIONS, INC    $27,769
      518464 B.C. LTD                 $30,698
      Jason Sundar                    $59,567
      Yvonne New                      $27,229


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