JOHNSON, BLAKELY, POPE, BOKOR, RUPPEL & BURNS, P.A.
                                 ATTORNEYS AND COUNSELLORS AT LAW

<TABLE>
<CAPTION>

<S>                          <C>                                   <C>                                <C>
  E. D. ARMSTRONG III                SCOTT C. ILGENFRITZ                  A.R. "CHARLIE" NEAL               JOAN M. VECCHIOLI
  JOHN T. BLAKELY                    FRANK R. JAKES                       F. WALLACE POPE, JR.              STEVEN H. WEINBERGER
  BRUCE H. BOKOR                     TIMOTHY A. JOHNSON, JR.              ROBERT V. POTTER, JR.             AMBER F. WILLIAMS
  GUY M. BURNS                       SHARON E. KRICK                      DONALD P. REED                    JULIUS J. ZSCHAU
  JONATHAN S. COLEMAN                ROGER A. LARSON                      DARRYL R. RICHARDS
  MICHAEL T. CRONIN                  JOHN R. LAWSON, JR.*                 PETER A. RIVELLINI
  ROBERT M. DAISLEY                  MICHAEL G. LITTLE                    DENNIS G. RUPPEL*
  ELIZABETH J. DANIELS               MICHAEL C. MARKHAM                   CHARLES A. SAMARKOS               *OF COUNSEL
  MARION HALE                        STEPHANIE T. MARQUARDT               PHILIP M. SHASTEEN
</TABLE>

                                                      PLEASE REPLY TO CLEARWATER


                                                           FILE NO. 41287.102070



                                 April 20, 2001

Mr. Anthony D. Altavilla
Mr. Jens Dalsgaard
c/o Redwood Consultants
81 Throckmorton Ave., Suite 201
Mill Valley, CA  94941

         Re:      eautoClaims.com, Inc.

Dear Tony and Jens:

         The  purpose of this  letter is to set forth in writing and confirm the
agreements and understandings by and between eautoClaims.com,  Inc. ("EACC") and
each of you as the current holders of 201,900 shares of EACC common stock.

         This letter confirms the following:

o                 Each of you are  agreeable to returning  20,000 shares to EACC
                  for  cancellation  or  transferring  said  20,000  shares to a
                  designee  of EACC.  Thus,  each of you agree  that you are the
                  holder of record of 181,900 shares of EACC common stock.  Such
                  shares  were  issued to you in  consideration  for  consulting
                  services performed by Liviakis Financial Communications,  Inc.
                  on behalf of EACC when you were employees of Liviakis. You are
                  each agreeing to return 20,000 shares in  consideration of the
                  resolution of differences  between Liviakis and EACC regarding
                  Liviakis'  entitlement to shares issued as  consideration  for
                  the consulting services.

o                 Each of you agrees to a 270 day  lock-up  period from the date
                  of the  prospectus  subject  to  the  allowable  sales  during
                  lock-up described below.

o                 Each of you  will be free to sell up to ten  percent  (10%) of
                  your  adjusted  number of shares per quarter or 18,900  shares
                  per quarter,  pursuant to Rule 144 during your 270 day lock-up
                  period.  Thus,  you may sell up to  18,900  shares  on May 26,
                  2001,  18,900 shares  between May 27, 2001 and August 26, 2001
                  and 18,900  between  November 26, 2001 and the  termination of
                  the 270 lock-up period.



        CLEARWATER OFFICE                                TAMPA OFFICE
       911 CHESTNUT STREET                          100 NORTH TAMPA STREET
      POST OFFICE BOX 1368                                SUITE 1800
 CLEARWATER, FLORIDA  33757-1368                    POST OFFICE BOX 1100
    TELEPHONE: (727) 461-1818                    TAMPA, FLORIDA  33601-1100
    TELECOPIER (727) 462-0365                     TELEPHONE (813) 225-2500
                                                  TELECOPIER (727)462-0365



<PAGE>


Mr. Anthony D. Altavilla
Mr. Jens Dalsgaard
April 20, 2001
Page 2


o                 The  parties  agree  that the one year  holding  period  shall
                  commence upon the effective date of the merger between TPI and
                  EACC which is agreed to as May 25, 2000. Thus, on May 26, 2001
                  each of you will be free to sell the  agreed  upon  number  of
                  shares  pursuant to the  provisions  of Rule 144.  Each of you
                  agree to comply with all provisions of Rule 144.

o                 Each of you  agree  that  you  will  send to me your  original
                  certificates for re-issuance.  You agree that each of you will
                  reduce  the  total  number of shares  you own by  20,000.  New
                  certificates  will be re-issued in denominations  that reflect
                  the  number of shares  subject  to  lock-up  and the number of
                  shares that are free to sell pursuant to Rule 144.

o                 On or before May 25,  2001, I will issue an opinion of counsel
                  authorizing   the  sale  of  shares  in  accordance  with  the
                  provisions  of Rule  144.  This  opinion  of  counsel  will be
                  subject to my receipt of all  necessary  paperwork,  including
                  but not limited to, Form 144, broker representation and seller
                  representation  letters.  This  opinion is also  subject to my
                  receipt of written  authorization  from Eric Seidel to release
                  this opinion.

         I trust  that  this  letter  accurately  reflects  our  agreements  and
understandings.  If so, I would  appreciate  you  initialing  or executing  this
letter indicating your acceptance of the terms and provisions.  I will then have
Eric Seidel execute this letter  evidencing  the EACC  acceptance of these terms
and provisions.

         If you have any  additional  questions,  please do not hesitate to call
me.

                                                Very truly yours,

                                                JOHNSON, BLAKELY, POPE,
                                                BOKOR, RUPPEL & BURNS, P.A.


                                                Michel T. Cronin

MTC:afs
cc:      Eric Seidel
                                                AGREED AND ACCEPTED:

                                                --------------------------------
                                                Anthony D. Altavilla
                                                Date:___________________________


                                                --------------------------------
                                                Jens Dalsgaard
                                                Date:___________________________


                                                eautoClaims.com, Inc.


                                                By:_____________________________
                                                      Eric Seidel
                                                Date:___________________________