Unassociated Document


    Exhibit 10.43

     

    ADVANCE
SCHEDULE

    No.
05

     

    PRICEENERGY.COM,
INC.

     

    Date:
April 11, 2008

     

    This
Advance Schedule (the
"Schedule"),
is issued pursuant to and is subject to all
terms
and conditions of the Credit Card Receivables Advance Agreement, dated as
of November 7, 2007 (as amended from time to time in accordance with its terms,
the "Master
Agreement") between CREDIT CASH, LLC (the "Lender")
and PRICEENERGY.COM, INC. (the "Merchant").
Capitalized terms used and not defined in
this Schedule have the meanings given to them in the Master
Agreement.

     

    The
Merchant has requested that the Lender make an Advance to the Merchant, and the
Lender is willing to make such Advance,
in each case subject to the following
terms and conditions:

     

    
      	
                    1.    

            	
              The
      AdvanceAmount
      is:    $400,000.00.

            


    

     

    
      
        	
                      2.    

              	
                The
      Collection
      Amount of this Advance
      Schedule No. 05 is $428,000.00.
      The outstanding
      balance of Advance Schedule No. 04 as of April 11, 2008 is in the
      amount
      of $216,601.92.
      The proceeds of the Advance Amount are to be used to (a) payoff in full
      the outstanding balance of Advance Schedule No. 4 and
      (b) remit the remaining
      balance of the Advance
      Amount to Merchant.

              


      

    

     

    
      
        	
                      3.            
      

              	
                The
      Collection Date for this Advance Schedule No. 5 is
      November 11, 2008 [insert date that is 7 months from the funding
      date]

              


      

    

     

    
      	
                    4.    

            	
              The
      Collection Account Bank and Collection Account are as
      follows:

            


    

     

    
      
        	Bank
      name: 	North Fork Bank
      
	 	1407
      Broadway  
	 	
                New
      York, NY 10018

              
	Routing/ABA
      Number: 	021407912 
	Account Name to
      credit: 	PriceEnergy.com,
      Inc.
	Account Number to
      credit:  	2744061595


      

       

    

    
      
        	
                      5.     

              	
                The
      Merchant agrees to repay the Collection Amount (plus all
      Costs
      and Expenses)
      by remitting (or causing to be remitted) to the Lender, on or before the
      Collection Date, the Collection Amount, by authorizing Lender to retain
      the Payment Percentage from the Collection Account as provided in the
      Master
      Agreement.
      If the Collection Amount is remitted
      to the Lender before the Collection Collection Date, the Merchant shall
      not be entitled to any refund or other compensation. If the
      Collection
      Amount is not omitted
      to the
      Lender by the Collection Date, Merchant may be
      'subject to extension fees as set forth in the Master
      Agreement.

              


      

    

     

    
      
        	
                      6.     

              	
                The
      Merchant hereby reaffirms and
      further grants to the Lender a security interest in the Collection
      Account and
      Collateral (including, without limitation, all Credit Card Receivables
      and/or proceeds thereof at any time deposited
      therein) to secure the Merchant's
      obligation
      to pay the Collection
      Amount (plus all Costs and
      Expenses) and to secure all
      other existing and future obligations
      of the Merchant to the
Lender.

              


      

    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
        	
                      7.     

              	
                The Merchant understands
      and agrees that all Advances by Lender to Merchant under the Master
      Agreement, this Advance Schedule, and under any
      other Related
      Agreements constitute one loan, and all indebtedness and obligations of
      Merchant to Lender under the Master Agreement,
      this Advance Schedule and the Related Agreements, present and future,
      constitute
      one general obligation secured by the Collateral Merchant further
      understands
      that
      they
      shalt be
      jointly
      and severally liable for payment of all of the obligations owing to Lender
      under all Advance Schedules, the
      Master Agreement and the
      Related
      Agreements and under any other agreement between Lender and any
      Merchant.

              


      

    

     

    
      
        	
                      8.     

              	
                The
      Merchant reaffirm all
      terms, conditions and agreements set forth in the
      Master
      Agreement and any Related Agreements and further represents
      and warrants to the Lender
      that all representations and warranties made by the Merchant in
      the Master Agreement and any Related
      Agreements entered into on or before the date hereof are true
      and correct on the date hereof as if made on the date
      hereof.

              


      

    

     

    This
Schedule may be executed in counterparts. Each counterpart shall be deemed an
original but all of which together shall constitute one and the same instrument.
An executed facsimile of this Schedule shall be
deemed to be a valid and binding agreement between the parties
hereto.

     

    Agreed
to:

     

    
      
        
          	CREDIT CASH,
      LLC         	PRICEENERGY.COM.
      INC.
	 	 
	 	 
	By:            
      /s/ Dean
      Landis               
       	By:            /s/
      Christopher
      Westad                 
      
	Name:  Dean
      Landis  	Name: 
      Christopher Westad 
	Title:    President 	Title:    President


        

         

         

        STATE
OF
NJ                        
)

                                                         
)ss.:

        COUNTY
OF MORRIS         
)

         

        On
this  11th  day
of April 2008 before me personally appeared Christopher Westad, personally known to rue
or proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he/she
is the President of PRICEENERGY.COM,. INC., the corporation herein described and
that he/she executed the same in his/her capacity as an officer of
said corporation, and that he/she signed the instrument by order
of the board of directors of said corporation.

      

      
      

       

      
        	 	    
      /s/ Colleen
      Harrington                 
      
	 	NOTARY
      PUBLIC 
	 	 
	 	
                Colleen
      Harrington

                Notary Public of New Jersey

                Commission Expires:
4/11/13