STOCK
      PURCHASE AGREEMENT

     

    THIS
      STOCK PURCHASE AGREEMENT
      is
      entered into as of December 19, 2007 by and among:

    


    (a) Web2
      Corp., a Delaware corporation (“WBTO”);

    


    (b) William
      A. Mobley, Jr., an individual (“Mobley”);

    


    (c) Andre
      L.
      Forde, an individual (“Forde”);

    


    (d) Marjorie
      A. Lieberman, an individual (“Lieberman”);

    


    (e) Steven
      A.
      Horowitz, an individual (“Horowitz”);

    


    (f) Nextelligence,
      Inc., a Delaware corporation (“Nextelligence”);

    


    (g) Walter
      Web, Jr., an individual (“WW”).

    


    (h) Century
      Group, Inc., a Nevada corporation (“CEYG”);

    


    (i) Broadcast
      Bid, Inc., a Nevada corporation (“Broadcast Bid”); and

    


    (j) Daniel
      Bordui, an individual (“Bordui”).

    


    Each
      of
      the foregoing is hereinafter referred to individually as a “party” and all of
      the foregoing are hereinafter collectively referred to as the
“parties.”

     

    RECITAL:

    


    Each
      of
      the parties believes it to be in his, her or its respective best interests
      to
      enter into this Stock Purchase Agreement (the “Agreement”) and to consummate the
      transactions contemplated hereby.

     

    NOW,
      THEREFORE,
      in
      consideration of the Recital, and other good and valuable consideration, the
      receipt and sufficiency of which is hereby acknowledged by each of the parties,
      each of the parties agrees as follows:

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    ARTICLE
      I

    WBTO
      Matters

    


    1.1 Indebtedness.
      Each of
      the parties acknowledges and agrees that WBTO is indebted to the following
      parties in the following amounts as of September 30, 2007:

    


    (a) Mobley:
      $1,418,248.67 (the “Mobley Indebtedness”);

    


    (b) Forde:
      $453,364.15 (the “Forde Indebtedness”);

    


    (c) Lieberman:
      $50,320.00 (the “Lieberman Indebtedness”);

    


    (d) Horowitz:
      $1,192,169.05 (the “Horowitz Indebtedness”); and

    


    (e) Nextelligence:
      $332,595.07 (the “Nextelligence Indebtedness”).

    


    Each
      of
      Mobley, Forde, Lieberman, Horowitz and Nextelligence waives the receipt of
      any
      interest on his, her or its respective indebtedness from and after October
      1,
      2007.

    


    1.2 Issuance
      of Stock.

    


    (a) In
      full
      and complete satisfaction and cancellation of the Mobley Indebtedness, WBTO
      shall issue to Mobley 20,260,694 shares of common stock of WBTO.

    


    (b) In
      full
      and complete satisfaction and cancellation of the Forde Indebtedness, WBTO
      shall
      issue to Forde 6,476,631 shares of common stock of WBTO.

    


    (c) In
      full
      and complete satisfaction and cancellation of the Lieberman Indebtedness, WBTO
      shall issue to Lieberman 718,857 shares of common stock of WBTO.

    


    (d) In
      full
      and complete satisfaction and cancellation of the Horowitz Indebtedness, WBTO
      shall issue to Horowitz 17,030,985 shares of common stock of WBTO (collectively,
      the “Horowitz Shares”).

    


    (e) In
      full
      and complete satisfaction and cancellation of the Nextelligence Indebtedness,
      WBTO shall issue to Nextelligence 4,751,358 shares of common stock of
      WBTO.

    


    1.3 Voting
      Agreement.

    


    (a) In
      accordance with the provisions of Section 218(c) of the General Corporation
      Law
      of the State of Delaware, for a period of three years from and after the date
      of
      this Agreement, Horowitz agrees to vote all of the Horowitz Shares on all
      matters brought before the shareholders of WBTO as directed by Mobley or
      Forde.

     

    
      
        
        

      

      
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    (b) In
      order
      to effectuate the purposes and intents of Section 1.3(a) above, simultaneously
      with the execution and delivery of this Agreement, Horowitz is executing and
      delivering an irrevocable proxy in the substantially the form of Exhibit A
      attached hereto.

    


    1.4 Assumption
      of Liabilities.
      Horowitz hereby unconditionally and irrevocably assumes, and shall timely pay
      and perform, all of the liabilities and obligations of WBTO to Darren J. Cioffi
      and his Affiliates (as such term is hereinafter defined).

     

    Article
      II

    Nextelligence
      Matters

    


    2.1 Stock
      Transfer.
      For and
      in consideration of $10.00 and other good and valuable consideration, Horowitz
      hereby sells, assigns, transfers and conveys to WW 1,719,500 shares of common
      stock of Nextelligence, free and clear of any and all liens, encumbrances,
      security interests, pledges, hypothecations, charges, restrictions and
      imperfections of title of any kind or nature whatsoever, constituting all of
      the
      shares of common stock of Nextelligence beneficially owned by Horowitz on the
      date of this Agreement. Simultaneously with the execution and delivery of this
      Agreement, Horowitz is delivering to WW a certificate representing 1,719,500
      shares of common stock of Nextelligence, together with a stock power, separate
      from certificate, endorsed in blank with a medallion signature
      guaranty.

     

    Article
      III

    CEYG
      and Broadcast Bid, Inc. Matters

    


    3.1 Transfer
      of CEYG Stock.

    


    (a) For
      and
      in consideration of $10.00 and other good and valuable consideration,
      Nextelligence hereby sells, assigns, transfers and conveys to Horowitz
      47,775,000 shares of common stock of CEYG, free and clear of any and all liens,
      encumbrances, security interests, pledges, hypothecations, charges, restrictions
      and imperfections of title of any kind or nature whatsoever, constituting all
      of
      the shares of common stock of CEYG beneficially owned by Nextelligence on the
      date of this Agreement. Simultaneously with the execution and delivery of this
      Agreement, Nextelligence is delivering to Horowitz a certificate representing
      47,775,000 shares of common stock of CEYG, together with a stock power, separate
      from certificate, endorsed in blank with a medallion signature
      guaranty.

    


    (b) For
      and
      in consideration of $10.00 and other good and valuable consideration, Bordui
      hereby sells, assigns, transfers and conveys to Horowitz 20,475,000 shares
      of
      common stock of CEYG, free and clear of any and all liens, encumbrances,
      security interests, pledges, hypothecations, charges, restrictions and
      imperfections of title of any kind or nature whatsoever, constituting all of
      the
      shares of common stock of CEYG beneficially owned by Bordui on the date of
      this
      Agreement. Simultaneously with the execution and delivery of this Agreement,
      Bordui is delivering to Horowitz a certificate representing 20,475,000 shares
      of
      common stock of CEYG, together with a stock power, separate from certificate,
      endorsed in blank with a medallion signature guaranty.

     

    
      
        
        

      

      
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    3.2 Transfer
      of Broadcast Bid Stock.

    


    (a) For
      and
      in consideration of $10.00 and other good and valuable consideration, CEYG
      hereby sells, assigns, transfers and conveys to Nextelligence 6,370,000 shares
      of common stock of Broadcast Bid, free and clear of any and all liens,
      encumbrances, security interests, pledges, hypothecations, charges, restrictions
      and imperfections of title of any kind or nature whatsoever. Simultaneously
      with
      the execution and delivery of this Agreement, CEYG is delivering to
      Nextelligence a certificate representing 6,370,000 shares of common stock of
      Broadcast Bid, together with a stock power, separate from certificate, endorsed
      in blank with a medallion signature guaranty.

    


    (b) For
      and
      in consideration of $10.00 and other good and valuable consideration, CEYG
      hereby sells, assigns, transfers and conveys to Bordui 2,730,000 shares of
      common stock of Broadcast Bid, free and clear of any and all liens,
      encumbrances, security interests, pledges, hypothecations, charges, restrictions
      and imperfections of title of any kind or nature whatsoever. Simultaneously
      with
      the execution and delivery of this Agreement, CEYG is delivering to Bordui
      a
      certificate representing 2,730,000 shares of common stock of Broadcast Bid,
      together with a stock power, separate from certificate, endorsed in blank with
      a
      medallion signature guaranty.

    


    (c) The
      aggregate number of shares of common stock of Broadcast Bid being transferred
      by
      CEYG pursuant to this Section 4.2 constitutes all of the shares of common stock
      of Broadcast Bid beneficially owned by CEYG on the date of this
      Agreement

    


    3.3 Assumption
      of Note.
      CEYG
      hereby unconditionally and irrevocably assumes, and shall timely pay and
      perform, all of the obligations of Broadcast Bid to Horowitz in the amount
      of
      $157,000.00, together with all interest accrued thereon, and Horowitz hereby
      unconditionally and irrevocably waives all rights to collect any amount from
      Broadcast Bid.

     

    Article
      IV

    Certain
      Representations and Warranties

    


    4.1 WBTO
      Representations and Warranties.
      WBTO
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) WBTO
      has
      full right, power and authority to execute, deliver and perform its obligations
      under this Agreement and to issue the shares of common stock being issued by
      it
      pursuant to this Agreement. The execution, delivery and performance by WBTO
      of
      this Agreement have all been approved by all necessary corporate action of
      WBTO.
      This Agreement has been duly executed and delivered by WBTO and constitutes
      the
      legal, valid and binding obligation of WBTO and is enforceable against WBTO
      in
      accordance with its terms.

     

    
      
        
        

      

      
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    (b) WBTO
      has
      not made or suffered to have been made any assignment, transfer or conveyance
      of
      any right, title, interest, claim, demand or cause of action being released
      by
      it pursuant to this Agreement, including without limitation any of the WBTO
      Transferred Assets.

    


    (c) Prior
      to
      executing and delivering this Agreement, the management of WBTO has read this
      Agreement and has understood the provisions hereof. The management of WBTO
      has
      had the opportunity to consult with independent legal counsel of its choice
      and
      has, in fact, consulted with such independent counsel. This Agreement has been
      executed and delivered by WBTO after independent investigation by its
      management, voluntarily, and without fraud, duress or undue influence of any
      kind or nature whatsoever.

    


    4.2 Mobley
      Representations and Warranties.
      Mobley
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) Mobley
      has full right, power and authority to execute, deliver and perform his
      obligations under this Agreement and to acquire all of the right, title and
      interest in and to the assets being acquired by him pursuant to this Agreement
      (collectively, the “Mobley Acquired Assets”). This Agreement has been duly
      executed and delivered by Mobley and constitutes the legal, valid and binding
      obligation of Mobley and is enforceable against Mobley in accordance with its
      terms.

    


    (b) The
      Mobley Acquired Assets constitute “securities” (collectively, the “Mobley
      Acquired Securities”) within the meaning of the Securities Act of 1933 or any
      applicable state securities or blue sky laws (collectively, the “Securities
      Laws”). Mobley is acquiring the Mobley Acquired Securities solely for the
      account of Mobley and not with a view to, or for resale in connection with,
      any
“distribution,” within the meaning of the Securities Laws. Prior to his
      execution and delivery of this Agreement, Mobley received, reviewed and
      understood all information regarding the Mobley Acquired Securities which he
      required. There are substantial restrictions on the transferability of the
      Mobley Acquired Securities. The Mobley Acquired Securities are not registered
      under the Securities Laws and constitute “restricted securities,” as that term
      is defined in Rule 144 promulgated under the Securities Act of 1933. No person
      or entity has any obligation to register any of the Mobley Acquired Securities
      under the Securities Laws. Therefore, Mobley may be required to hold the Mobley
      Acquired Securities indefinitely.

    


    (c) Mobley
      has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released or assigned by him pursuant to this Agreement, including without
      limitation any of the Mobley Transferred Assets.

    


    (d) Prior
      to
      executing and delivering this Agreement, Mobley has read this Agreement and
      has
      understood the provisions hereof. Mobley has had the opportunity to consult
      with
      independent legal counsel of his choice and has, in fact, consulted with such
      independent counsel. Mobley has executed and delivered this Agreement after
      independent investigation, voluntarily, and without fraud, duress or undue
      influence of any kind or nature whatsoever.

     

    
      
        
        

      

      
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    4.3 Forde
      Representations and Warranties.
      Forde
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) Forde
      has
      full right, power and authority to execute, deliver and perform his obligations
      under this Agreement and to acquire all of the right, title and interest in
      and
      to the assets being acquired by him pursuant to this Agreement (collectively,
      the “Forde Acquired Assets”). This Agreement has been duly executed and
      delivered by Forde and constitutes the legal, valid and binding obligation
      of
      Forde and is enforceable against Forde in accordance with its
      terms.

    


    (b) The
      Forde
      Acquired Assets constitute “securities” (collectively, the “Forde Acquired
      Securities”) within the meaning of the Securities Laws. Forde is acquiring the
      Forde Acquired Securities solely for the account of Forde and not with a view
      to, or for resale in connection with, any “distribution,” within the meaning of
      the Securities Laws. Prior to his execution and delivery of this Agreement,
      Forde received, reviewed and understood all information regarding the Forde
      Acquired Securities which he required. There are substantial restrictions on
      the
      transferability of the Forde Acquired Securities. The Forde Acquired Securities
      are not registered under the Securities Laws and constitute “restricted
      securities,” as that term is defined in Rule 144 promulgated under the
      Securities Act of 1933. No person or entity has any obligation to register
      any
      of the Forde Acquired Securities under the Securities Laws. Therefore, Forde
      may
      be required to hold the Forde Acquired Securities indefinitely.

    


    (c) Forde
      has
      not made or suffered to have been made any assignment, transfer or conveyance
      of
      any right, title, interest, claim, demand or cause of action being released
      by
      him pursuant to this Agreement, including without limitation any of the Forde
      Transferred Assets.

    


    (d) Prior
      to
      executing and delivering this Agreement, Forde has read this Agreement and
      has
      understood the provisions hereof. Forde has had the opportunity to consult
      with
      independent legal counsel of his choice and has, in fact, consulted with such
      independent counsel. Forde has executed and delivered this Agreement after
      independent investigation, voluntarily, and without fraud, duress or undue
      influence of any kind or nature whatsoever.

     

    4.4 Lieberman
      Representations and Warranties.
      Lieberman represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) Lieberman
      has full right, power and authority to execute, deliver and perform her
      obligations under this Agreement and to acquire all of the right, title and
      interest in and to the assets being acquired by her pursuant to this Agreement
      (collectively, the “Lieberman Acquired Assets”). This Agreement has been duly
      executed and delivered by Lieberman and constitutes the legal, valid and binding
      obligation of Lieberman and is enforceable against Lieberman in accordance
      with
      its terms.

    


    
      
        
        

      

      
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    (b) The
      Lieberman Acquired Assets constitute “securities” (collectively, the “Lieberman
      Acquired Securities”) within the meaning of the Securities Laws. Lieberman is
      acquiring the Lieberman Acquired Securities solely for the account of Lieberman
      and not with a view to, or for resale in connection with, any “distribution,”
within the meaning of the Securities Laws. Prior to her execution and delivery
      of this Agreement, Lieberman received, reviewed and understood all information
      regarding the Lieberman Acquired Securities which she required. There are
      substantial restrictions on the transferability of the Lieberman Acquired
      Securities. The Lieberman Acquired Securities are not registered under the
      Securities Laws and constitute “restricted securities,” as that term is defined
      in Rule 144 promulgated under the Securities Act of 1933. No person or entity
      has any obligation to register any of the Lieberman Acquired Securities under
      the Securities Laws. Therefore, Lieberman may be required to hold the Lieberman
      Acquired Securities indefinitely.

    


    (c) Lieberman
      has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released by her pursuant to this Agreement, including without limitation any
      of
      the Lieberman Transferred Assets.

    


    (d) Prior
      to
      executing and delivering this Agreement, Lieberman has read this Agreement
      and
      has understood the provisions hereof. Lieberman has had the opportunity to
      consult with independent legal counsel of her choice and has, in fact, consulted
      with such independent counsel. Lieberman has executed and delivered this
      Agreement after independent investigation, voluntarily, and without fraud,
      duress or undue influence of any kind or nature whatsoever.

    


    4.5 Horowitz
      Representations and Warranties.
      Horowitz represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) Horowitz
      has full right, power and authority to execute, deliver and perform his
      obligations under this Agreement and to sell, assign, transfer and convey all
      of
      his right, title and interest in and to the assets being sold, assigned,
      transferred and conveyed by him pursuant to this Agreement (collectively, the
      “Horowitz Transferred Assets”). This Agreement has been duly executed and
      delivered by Horowitz and constitutes the legal, valid and binding obligation
      of
      Horowitz and is enforceable against Horowitz in accordance with its
      terms.

    


    (b) Horowitz
      holds good, valid, legal and beneficial title to all of the Horowitz Transferred
      Assets, free and clear of any and all liens, encumbrances, security interests,
      pledges, hypothecations, charges, restrictions and imperfections of title of
      any
      kind or nature whatsoever.

    


    (c) Horowitz
      is not a party to, and the Horowitz Transferred Assets are not the subject
      of,
      any contract or agreement involving or relating to the voting, sale, transfer,
      assignment or conveyance of the Horowitz Transferred Assets, including without
      limitation any shareholders’ agreement, voting agreement, voting trust
      agreement, proxy agreement, proxy, warrant or option agreement, right of first
      refusal, right of first offer or other similar agreement. Horowitz has never
      granted a security interest in or pledged any or all of the Horowitz Transferred
      Assets to any person or entity. Horowitz has never granted to any person or
      entity any proxy, voting trust or other right to vote the Horowitz Transferred
      Assets. Horowitz has never granted to any person or entity any warrant, option
      or other right to purchase directly or indirectly any or all of the Horowitz
      Transferred Assets and, except for this Agreement, Horowitz has never entered
      into any contract or agreement for the sale or purchase of the Horowitz
      Transferred Assets.

     

    
      
        
        

      

      
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    (d) Horowitz
      has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released or assigned by him pursuant to this Agreement, including without
      limitation any of the Horowitz Transferred Assets.

    


    (e) Prior
      to
      executing and delivering this Agreement, Horowitz has read this Agreement and
      has understood the provisions hereof. Horowitz has had the opportunity to
      consult with independent legal counsel of his choice and has, in fact, consulted
      with such independent counsel. Horowitz has executed and delivered this
      Agreement after independent investigation, voluntarily, and without fraud,
      duress or undue influence of any kind or nature whatsoever.

    


    4.6 Nextelligence
      Representations and Warranties.
      Nextelligence represents and warrants to the other parties to this Agreement
      as
      follows:

    


    (a) Nextelligence
      has full right, power and authority to execute, deliver and perform its
      obligations under this Agreement, to sell, transfer, assign and convey all
      of
      its right, title and interest in and to the assets being sold, assigned,
      transferred and conveyed by it pursuant to this Agreement (collectively, the
      “Nextelligence Transferred Assets”) and to acquire all of the right, title and
      interest in and to the assets being acquired by it pursuant to this Agreement
      (collectively, the “Nextelligence Acquired Assets”). The execution, delivery and
      performance by Nextelligence of this Agreement have all been approved by all
      necessary corporate action of Nextelligence. This Agreement has been duly
      executed and delivered by Nextelligence and constitutes the legal, valid and
      binding obligation of Nextelligence and is enforceable against Nextelligence
      in
      accordance with its terms.

    


    (b) Nextelligence
      holds good, valid, legal and beneficial title to all of the Nextelligence
      Transferred Assets, free and clear of any and all liens, encumbrances, security
      interests, pledges, hypothecations, charges, restrictions and imperfections
      of
      title of any kind or nature whatsoever.

    


    (c) Nextelligence
      is not a party to, and the Nextelligence Transferred Assets are not the subject
      of, any contract or agreement involving or relating to the voting, sale,
      transfer, assignment or conveyance of the Nextelligence Transferred Assets,
      including without limitation any shareholders’ agreement, voting agreement,
      voting trust agreement, proxy agreement, proxy, warrant or option agreement,
      right of first refusal, right of first offer or other similar agreement.
      Nextelligence has never granted a security interest in or pledged any or all
      of
      the Nextelligence Transferred Assets to any person or entity. Nextelligence
      has
      never granted to any person or entity any proxy, voting trust or other right
      to
      vote the Nextelligence Transferred Assets. Nextelligence has never granted
      to
      any person or entity any warrant, option or other right to purchase directly
      or
      indirectly any or all of the Nextelligence Transferred Assets and, except for
      this Agreement, Nextelligence has never entered into any contract or agreement
      for the sale or purchase of the Nextelligence Transferred Assets.

     

    
      
        
        

      

      
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    (d) Certain
      of the Nextelligence Acquired Assets constitute “securities” (collectively, the
“Nextelligence Acquired Securities”) within the meaning of the Securities Laws.
      Nextelligence is acquiring the Nextelligence Acquired Securities solely for
      the
      account of Nextelligence and not with a view to, or for resale in connection
      with, any “distribution,” within the meaning of the Securities Laws. Prior to
      its execution and delivery of this Agreement, the management of Nextelligence
      received, reviewed and understood all information regarding the Nextelligence
      Acquired Securities which it required. There are substantial restrictions on
      the
      transferability of the Nextelligence Acquired Securities. The Nextelligence
      Acquired Securities are not registered under the Securities Laws and constitute
      “restricted securities,” as that term is defined in Rule 144 promulgated under
      the Securities Act of 1933. No person or entity has any obligation to register
      any of the Nextelligence Acquired Securities under the Securities Laws.
      Therefore, Nextelligence may be required to hold the Nextelligence Acquired
      Securities indefinitely.

    


    (e) Nextelligence
      has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released or assigned by it pursuant to this Agreement.

    


    (f) Prior
      to
      executing and delivering this Agreement, the management of Nextelligence has
      read this Agreement and has understood the provisions hereof. The management
      of
      Nextelligence has had the opportunity to consult with independent legal counsel
      of its choice and has, in fact, consulted with such independent counsel. This
      Agreement has been executed and delivered by Nextelligence after independent
      investigation by its management, voluntarily, and without fraud, duress or
      undue
      influence of any kind or nature whatsoever.

    


    4.7 WW
      Representations and Warranties.
      WW
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) WW
      has
      full right, power and authority to execute, deliver and perform his obligations
      under this Agreement and to acquire all of the right, title and interest in
      and
      to the assets being acquired by him pursuant to this Agreement (collectively,
      the “WW Acquired Assets”). This Agreement has been duly executed and delivered
      by WW and constitutes the legal, valid and binding obligation of WW and is
      enforceable against WW in accordance with its terms.

    


    (b) The
      WW
      Acquired Assets constitute “securities” (collectively, the “WW Acquired
      Securities”) within the meaning of the Securities Laws. WW is acquiring the WW
      Acquired Securities solely for the account of WW and not with a view to, or
      for
      resale in connection with, any “distribution,” within the meaning of the
      Securities Laws. Prior to his execution and delivery of this Agreement, WW
      received, reviewed and understood all information regarding the WW Acquired
      Securities which he required. There are substantial restrictions on the
      transferability of the WW Acquired Securities. The WW Acquired Securities are
      not registered under the Securities Laws and constitute “restricted securities,”
as that term is defined in Rule 144 promulgated under the Securities Act of
      1933. No person or entity has any obligation to register any of the WW Acquired
      Securities under the Securities Laws. Therefore, WW may be required to hold
      the
      WW Acquired Securities indefinitely.

     

    
      
        
        

      

      
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    (c) WW
      has
      not made or suffered to have been made any assignment, transfer or conveyance
      of
      any right, title, interest, claim, demand or cause of action being released
      by
      him pursuant to this Agreement.

    


    (d) Prior
      to
      executing and delivering this Agreement, WW has read this Agreement and has
      understood the provisions hereof. WW has had the opportunity to consult with
      independent legal counsel of his choice and has, in fact, consulted with such
      independent counsel. WW has executed and delivered this Agreement after
      independent investigation, voluntarily, and without fraud, duress or undue
      influence of any kind or nature whatsoever.

    


    4.8 CEYG
      Representations and Warranties.
      CEYG
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) CEYG
      has
      full right, power and authority to execute, deliver and perform its obligations
      under this Agreement and to sell, transfer, assign and convey all of its right,
      title and interest in and to the assets being sold, assigned, transferred and
      conveyed by it pursuant to this Agreement (collectively, the “CEYG Transferred
      Assets”). The execution, delivery and performance by CEYG of this Agreement have
      all been approved by all necessary corporate action of CEYG. This Agreement
      has
      been duly executed and delivered by CEYG and constitutes the legal, valid and
      binding obligation of CEYG and is enforceable against CEYG in accordance with
      its terms.

    


    (b) CEYG
      holds good, valid, legal and beneficial title to all of the CEYG Transferred
      Assets, free and clear of any and all liens, encumbrances, security interests,
      pledges, hypothecations, charges, restrictions and imperfections of title of
      any
      kind or nature whatsoever.

    


    (c) CEYG
      is
      not a party to, and the CEYG Transferred Assets are not the subject of, any
      contract or agreement involving or relating to the voting, sale, transfer,
      assignment or conveyance of the CEYG Transferred Assets, including without
      limitation any shareholders’ agreement, voting agreement, voting trust
      agreement, proxy agreement, proxy, warrant or option agreement, right of first
      refusal, right of first offer or other similar agreement. CEYG has never granted
      a security interest in or pledged any or all of the CEYG Transferred Assets
      to
      any person or entity. CEYG has never granted to any person or entity any proxy,
      voting trust or other right to vote the CEYG Transferred Assets. CEYG has never
      granted to any person or entity any warrant, option or other right to purchase
      directly or indirectly any or all of the CEYG Transferred Assets and, except
      for
      this Agreement, CEYG has never entered into any contract or agreement for the
      sale or purchase of the CEYG Transferred Assets.

    


    (d) CEYG
      has
      not made or suffered to have been made any assignment, transfer or conveyance
      of
      any right, title, interest, claim, demand or cause of action being released
      or
      assigned by it pursuant to this Agreement.

     

    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    

     

    (e) Prior
      to
      executing and delivering this Agreement, the management of CEYG has read this
      Agreement and has understood the provisions hereof. The management of CEYG
      has
      had the opportunity to consult with independent legal counsel of its choice
      and
      has, in fact, consulted with such independent counsel. This Agreement has been
      executed and delivered by CEYG after independent investigation by its
      management, voluntarily, and without fraud, duress or undue influence of any
      kind or nature whatsoever.

    


    4.9 Broadcast
      Bid Representations and Warranties.
      Broadcast Bid represents and warrants to the other parties to this Agreement
      as
      follows:

    


    (a) Broadcast
      Bid has full right, power and authority to execute, deliver and perform its
      obligations under this Agreement. The execution, delivery and performance by
      Broadcast Bid of this Agreement have all been approved by all necessary
      corporate action of Broadcast Bid. This Agreement has been duly executed and
      delivered by Broadcast Bid and constitutes the legal, valid and binding
      obligation of Broadcast Bid and is enforceable against Broadcast Bid in
      accordance with its terms.

    


    (b) Broadcast
      Bid has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released by it pursuant to this Agreement.

    


    (c) Prior
      to
      executing and delivering this Agreement, the management of Broadcast Bid has
      read this Agreement and has understood the provisions hereof. The management
      of
      Broadcast Bid has had the opportunity to consult with independent legal counsel
      of its choice and has, in fact, consulted with such independent counsel. This
      Agreement has been executed and delivered by Broadcast Bid after independent
      investigation by its management, voluntarily, and without fraud, duress or
      undue
      influence of any kind or nature whatsoever.

    


    4.10 Bordui
      Representations and Warranties.
      Bordui
      represents and warrants to the other parties to this Agreement as
      follows:

    


    (a) Bordui
      has full right, power and authority to execute, deliver and perform his
      obligations under this Agreement, to sell, assign, transfer and convey all
      of
      his right, title and interest in and to the assets being sold, assigned,
      transferred and conveyed by him pursuant to this Agreement (collectively, the
      “Bordui Transferred Assets”) and to acquire all of the right, title and interest
      in and to the assets being acquired by him pursuant to this Agreement
      (collectively, the “Bordui Acquired Assets”). This Agreement has been duly
      executed and delivered by Bordui and constitutes the legal, valid and binding
      obligation of Bordui and is enforceable against Bordui in accordance with its
      terms.

    


    (b) Bordui
      holds good, valid, legal and beneficial title to all of the Bordui Transferred
      Assets, free and clear of any and all liens, encumbrances, security interests,
      pledges, hypothecations, charges, restrictions and imperfections of title of
      any
      kind or nature whatsoever.

    


    
      
        
        

      

      
        11

        
          

        

      

      
        
        

      

    

    


    (c) Bordui
      is
      not a party to, and the Bordui Transferred Assets are not the subject of, any
      contract or agreement involving or relating to the voting, sale, transfer,
      assignment or conveyance of the Bordui Transferred Assets, including without
      limitation any shareholders’ agreement, voting agreement, voting trust
      agreement, proxy agreement, proxy, warrant or option agreement, right of first
      refusal, right of first offer or other similar agreement. Bordui has never
      granted a security interest in or pledged any or all of the Bordui Transferred
      Assets to any person or entity. Bordui has never granted to any person or entity
      any proxy, voting trust or other right to vote the Bordui Transferred Assets.
      Bordui has never granted to any person or entity any warrant, option or other
      right to purchase directly or indirectly any or all of the Bordui Transferred
      Assets and, except for this Agreement, Bordui has never entered into any
      contract or agreement for the sale or purchase of the Bordui Transferred
      Assets.

    


    (d) Certain
      of the Bordui Acquired Assets constitute “securities” (collectively, the “Bordui
      Acquired Securities”) within the meaning of the Securities Laws. Bordui is
      acquiring the Bordui Acquired Securities solely for the account of Bordui and
      not with a view to, or for resale in connection with, any “distribution,” within
      the meaning of the Securities Laws. Prior to his execution and delivery of
      this
      Agreement, Bordui received, reviewed and understood all information regarding
      the Bordui Acquired Securities which he required. There are substantial
      restrictions on the transferability of the Bordui Acquired Securities. The
      Bordui Acquired Securities are not registered under the Securities Laws and
      constitute “restricted securities,” as that term is defined in Rule 144
      promulgated under the Securities Act of 1933. No person or entity has any
      obligation to register any of the Bordui Acquired Securities under the
      Securities Laws. Therefore, Bordui may be required to hold the Bordui Acquired
      Securities indefinitely.

    


    (e) Bordui
      has not made or suffered to have been made any assignment, transfer or
      conveyance of any right, title, interest, claim, demand or cause of action
      being
      released or assigned by him pursuant to this Agreement, including without
      limitation any of the Bordui Transferred Assets.

    


    (f) Prior
      to
      executing and delivering this Agreement, Bordui has read this Agreement and
      has
      understood the provisions hereof. Bordui has had the opportunity to consult
      with
      independent legal counsel of his choice and has, in fact, consulted with such
      independent counsel. Bordui has executed and delivered this Agreement after
      independent investigation, voluntarily, and without fraud, duress or undue
      influence of any kind or nature whatsoever.

     

    Article
      V

    Resignations

    


    5.1 Mobley
      Resignation.
      Mobley
      voluntarily resigns as a director and/or officer of CEYG.

     

    
      
        
        

      

      
        12

        
          

        

      

      
        
        

      

    

     

    5.2 Bordui
      Resignation.
      Bordui
      voluntarily resigns as a director and officer of CEYG.

     

    Article
      VI

    Termination
      of Agreements

    


    6.1 Termination
      of Horowitz Agreements.
      Other
      than this Agreement, all agreements of any kind or nature whatsoever in effect
      on the date of this Agreement between or among Horowitz on the one hand, and
      any
      of WBTO, Mobley, Forde, Lieberman, Nextelligence, Broadcast Bid or Bordui,
      or
      any of their respective Affiliates on the other hand, are hereby terminated
      and
      shall be of no further force or effect, and no party shall have any liability
      with respect to any such termination.

    


    6.2 Termination
      of CEYG Agreements.
      Other
      than this Agreement, all agreements of any kind or nature whatsoever in effect
      on the date of this Agreement between or among CEYG on the one hand, and any
      of
      Mobley, Forde, Nextelligence, Broadcast Bid or Bordui, or any of their
      respective Affiliates on the other hand, are hereby terminated and shall be
      of
      no further force or effect, and no party shall have any liability with respect
      to any such termination.

     

    Article
      VII

    General
      Releases

    


    7.1 Certain
      Definitions.

    


    (a) For
      purposes of this Agreement, the term “Horowitz Released Parties” shall mean and
      include Horowitz and CEYG, and the heirs, personal representatives, executors,
      legal representatives, successors and assigns of each and every one of the
      foregoing.

    


    (b) For
      purposes of this Agreement, the term “WBTO Released Parties” shall mean and
      include Mobley, Forde, Nextelligence, Broadcast Bid, Bordui and WW, and their
      respective Affiliates, and the directors, officers, employees, agents and
      attorneys of each and every one of the foregoing, and the heirs, personal
      representatives, executors, legal representatives, successors and assigns of
      each and every one of the foregoing.

    


    7.2 WBTO
      Release of Certain Parties.
      WBTO
      does hereby remise, release, acquit, satisfy, and forever discharge each and
      every one of the Horowitz Released Parties of and from all, and all manner
      of,
      action and actions, cause and causes of action, suits, debts, dues, sums of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which WBTO
      ever
      had, now has, or hereafter can, shall or may have, against any or all of the
      Horowitz Released Parties, for, upon or by reason of any matter, cause or thing
      whatsoever, from the beginning of time to the date of this Agreement, other
      than
      the representations, warranties, covenants, agreements, indemnities and releases
      of the Horowitz Released Parties set forth in this Agreement and the exhibit
      attached hereto (all of which shall remain in full force and
      effect).

     

    
      
        
        

      

      
        13

        
          

        

      

      
        
        

      

    

     

    7.3 Mobley
      Release of Certain Parties.
      Mobley
      does hereby remise, release, acquit, satisfy, and forever discharge each and
      every one of the Horowitz Released Parties of and from all, and all manner
      of,
      action and actions, cause and causes of action, suits, debts, dues, sums of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which Mobley
      ever had, now has, or hereafter can, shall or may have, against any or all
      of
      the Horowitz Released Parties, for, upon or by reason of any matter, cause
      or
      thing whatsoever, from the beginning of time to the date of this Agreement,
      other than the representations, warranties, covenants, agreements, indemnities
      and releases of the Horowitz Released Parties set forth in this Agreement and
      the exhibit attached hereto (all of which shall remain in full force and
      effect).

    


    7.4 Forde
      Release of Certain Parties.
      Forde
      does hereby remise, release, acquit, satisfy, and forever discharge each and
      every one of the Horowitz Released Parties of and from all, and all manner
      of,
      action and actions, cause and causes of action, suits, debts, dues, sums of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which Forde
      ever
      had, now has, or hereafter can, shall or may have, against any or all of the
      Horowitz Released Parties, for, upon or by reason of any matter, cause or thing
      whatsoever, from the beginning of time to the date of this Agreement, other
      than
      the representations, warranties, covenants, agreements, indemnities and releases
      of the Horowitz Released Parties set forth in this Agreement and the exhibit
      attached hereto (all of which shall remain in full force and
      effect).

    


    7.5 Lieberman
      Release of Certain Parties.
      Lieberman does hereby remise, release, acquit, satisfy, and forever discharge
      each and every one of the Horowitz Released Parties of and from all, and all
      manner of, action and actions, cause and causes of action, suits, debts, dues,
      sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
      contracts, controversies, agreements, promises, variances, trespasses, damages,
      judgments, executions, claims and demands whatsoever, in law or in equity,
      which
      Lieberman ever had, now has, or hereafter can, shall or may have, against any
      or
      all of the Horowitz Released Parties, for, upon or by reason of any matter,
      cause or thing whatsoever, from the beginning of time to the date of this
      Agreement, other than the representations, warranties, covenants, agreements,
      indemnities and releases of the Horowitz Released Parties set forth in this
      Agreement and the exhibit attached hereto (all of which shall remain in full
      force and effect).

    


    7.6 Nextelligence
      Release of Certain Parties.
      Nextelligence does hereby remise, release, acquit, satisfy, and forever
      discharge each and every one of the Horowitz Released Parties of and from all,
      and all manner of, action and actions, cause and causes of action, suits, debts,
      dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
      contracts, controversies, agreements, promises, variances, trespasses, damages,
      judgments, executions, claims and demands whatsoever, in law or in equity,
      which
      Nextelligence ever had, now has, or hereafter can, shall or may have, against
      any or all of the Horowitz Released Parties, for, upon or by reason of any
      matter, cause or thing whatsoever, from the beginning of time to the date of
      this Agreement, other than the representations, warranties, covenants,
      agreements, indemnities and releases of the Horowitz Released Parties set forth
      in this Agreement and the exhibit attached hereto (all of which shall remain
      in
      full force and effect).

     

    
      
        
        

      

      
        14

        
          

        

      

      
        
        

      

    

     

    7.7 WW
      Release of Certain Parties.
      WW does
      hereby remise, release, acquit, satisfy, and forever discharge each and every
      one of the Horowitz Released Parties of and from all, and all manner of, action
      and actions, cause and causes of action, suits, debts, dues, sums of money,
      accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which WW ever
      had, now has, or hereafter can, shall or may have, against any or all of the
      Horowitz Released Parties, for, upon or by reason of any matter, cause or thing
      whatsoever, from the beginning of time to the date of this Agreement, other
      than
      the representations, warranties, covenants, agreements, indemnities and releases
      of the Horowitz Released Parties set forth in this Agreement and the exhibit
      attached hereto (all of which shall remain in full force and
      effect).

    


    7.8 Broadcast
      Bid Release of Certain Parties.
      Broadcast Bid does hereby remise, release, acquit, satisfy, and forever
      discharge each and every one of the Horowitz Released Parties of and from all,
      and all manner of, action and actions, cause and causes of action, suits, debts,
      dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
      contracts, controversies, agreements, promises, variances, trespasses, damages,
      judgments, executions, claims and demands whatsoever, in law or in equity,
      which
      Broadcast Bid ever had, now has, or hereafter can, shall or may have, against
      any or all of the Horowitz Released Parties, for, upon or by reason of any
      matter, cause or thing whatsoever, from the beginning of time to the date of
      this Agreement, other than the representations, warranties, covenants,
      agreements, indemnities and releases of the Horowitz Released Parties set forth
      in this Agreement and the exhibit attached hereto (all of which shall remain
      in
      full force and effect).

    


    7.9 Bordui
      Release of Certain Parties.
      Bordui
      does hereby remise, release, acquit, satisfy, and forever discharge each and
      every one of the Horowitz Released Parties of and from all, and all manner
      of,
      action and actions, cause and causes of action, suits, debts, dues, sums of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which Bordui
      ever had, now has, or hereafter can, shall or may have, against any or all
      of
      the Horowitz Released Parties, for, upon or by reason of any matter, cause
      or
      thing whatsoever, from the beginning of time to the date of this Agreement,
      other than the representations, warranties, covenants, agreements, indemnities
      and releases of the Horowitz Released Parties set forth in this Agreement and
      the exhibit attached hereto (all of which shall remain in full force and
      effect).

    


    
      
        
        

      

      
        15

        
          

        

      

      
        
        

      

    

     

    7.10 Horowitz
      Release of Certain Parties.
      Horowitz does hereby remise, release, acquit, satisfy, and forever discharge
      each and every one of the WBTO Released Parties of and from all, and all manner
      of, action and actions, cause and causes of action, suits, debts, dues, sums
      of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which Horowitz
      ever had, now has, or hereafter can, shall or may have, against any or all
      of
      the WBTO Released Parties, for, upon or by reason of any matter, cause or thing
      whatsoever, from the beginning of time to the date of this Agreement, other
      than
      the representations, warranties, covenants, agreements, indemnities and releases
      of the WBTO Released Parties set forth in this Agreement (all of which shall
      remain in full force and effect).

    


    7.11 CEYG
      Release of Certain Parties.
      CEYG
      does hereby remise, release, acquit, satisfy, and forever discharge each and
      every one of the WBTO Released Parties of and from all, and all manner of,
      action and actions, cause and causes of action, suits, debts, dues, sums of
      money, accounts, reckonings, bonds, bills, specialties, covenants, contracts,
      controversies, agreements, promises, variances, trespasses, damages, judgments,
      executions, claims and demands whatsoever, in law or in equity, which CEYG
      ever
      had, now has, or hereafter can, shall or may have, against any or all of the
      WBTO Released Parties, for, upon or by reason of any matter, cause or thing
      whatsoever, from the beginning of time to the date of this Agreement, other
      than
      the representations, warranties, covenants, agreements, indemnities and releases
      of the WBTO Released Parties set forth in this Agreement (all of which shall
      remain in full force and effect).

    


    7.12 Forbearance.
      No
      party to this Agreement shall bring any claim, suit, action or proceeding
      against any other party or parties to this Agreement for, upon or by reason
      of
      any matter, cause or thing whatsoever released pursuant to the foregoing
      provisions of this Article VII.

     

    Article
      VIII

    Survival
      and Indemnities

    


    8.1 Survival.
      All of
      the representations, warranties, covenants, agreements, indemnities, releases
      and obligations of the respective parties set forth in this Agreement shall
      survive the execution and delivery of this Agreement.

    


    8.2 Indemnities.
      Each
      party to this Agreement shall indemnify and hold harmless each and every other
      party to this Agreement from, against and in respect of the full amount of
      any
      and all liabilities, damages, claims, taxes, deficiencies, assessments, losses,
      penalties, interest, costs and expenses (including without limitation fees
      and
      disbursements of trial and appellate counsel) paid, suffered or incurred by
      each
      and every other party to this Agreement arising from, in connection with or
      incident to, any breach or violation by a party of any or all of his, her or
      its
      respective representations, warranties, covenants or agreements set forth in
      this Agreement.

     

    
      
        
        

      

      
        16

        
          

        

      

      
        
        

      

    

     

    Article
      IX

    Miscellaneous
      Provisions

    


    9.1 Certain
      Definitions.
      As
      utilized in this Agreement, the following terms shall have the following
      respective meanings:

    


    (a) “Affiliate”
      means, with respect to a specified Person (as such term is hereinafter defined),
      any other Person which, directly or indirectly, controls, is controlled by,
      or
      is under common control with, such specified Person. The concept of “control”
when utilized with respect to a specified Person, shall signify the possession
      of the power to direct the management and policies of such specified Person,
      directly or indirectly, whether through the ownership of voting or equity
      securities, by contract or otherwise.

    


    (b) “Person”
      means any individual, person, sole proprietorship, company, corporation,
      partnership, joint venture, trust, association or other entity, or any
      combination of the foregoing.

    


    9.2 Further
      Assurances.
      Each of
      the parties to this Agreement shall cooperate with one another, shall promptly
      do and perform such actions and things, and shall promptly execute and deliver
      such agreements, documents and instruments, as may be reasonable and necessary
      to effectuate the purposes and intents of this Agreement.

    


    9.3 Applicable
      Law.
      Other
      than Section 1.3 hereof and Exhibit A attached hereto, the validity,
      interpretation and performance of this Agreement shall be controlled by and
      construed under the laws of the State of Florida without regard to its conflict
      of law provisions. The validity, interpretation and performance of Section
      1.3
      of this Agreement and Exhibit A attached hereto shall be controlled by and
      construed under the laws of the State of Delaware without regard to its conflict
      of law provisions. Any dispute or claim based upon or arising out of this
      Agreement shall be adjudicated exclusively in a court of competent jurisdiction
      located in Orange County, Florida. Due to the complex nature of any such dispute
      or claim, each of the parties waives the right to a trial by jury.

    


    9.4 Entire
      Agreement.
      This
      Agreement constitutes the entire agreement between and among the parties with
      respect to the subject matter hereof and supersedes all prior agreements,
      understandings, negotiations and arrangements, both oral and written, between
      and among the parties with respect to such subject matter. This Agreement may
      not be amended or modified in any manner, except by a written instrument
      executed by each of the parties hereto.

    


    9.5 Benefits;
      Binding Effect.
      This
      Agreement shall be for the benefit of, and shall be binding upon, each of the
      parties and their respective heirs, personal representatives, executors, legal
      representatives, successors and assigns.

    


    9.6 Headings.
      The
      headings contained in this Agreement are for reference purposes only and shall
      not affect in any way the meaning or interpretation of any or all of the
      provisions hereof.

     

    
      
        
        

      

      
        17

        
          

        

      

      
        
        

      

    

     

    9.7 Counterparts;
      Signatures.
      This
      Agreement may be executed in any number of counterparts and by the separate
      parties in separate counterparts, each of which shall be deemed to constitute
      an
      original and all of which shall be deemed to constitute the one and the same
      instrument. Facsimile signatures shall be deemed to constitute and to have
      the
      same legal effect as an original signature.

     

    IN
      WITNESS WHEREOF,
      each of
      the parties has executed and delivered this Agreement as of the date first
      written above.

    

      
        	 	
                WEB2
                  CORP.,
                  a Delaware corporation

              
	 	 
	 	 
	 	
                By:

              	
                /s/
                  William A. Mobley, Jr.

              	 
	 	 	
                  William
                  A. Mobley, Jr.,

              
	 	 	
                  Chairman
                  and

              
	 	 	
                  Chief
                  Executive Officer

              
	 	 
	 	 
	 	
                /s/
                  William A. Mobley, Jr.

              	 
	 	
                William
                  A. Mobley, Jr., an individual

              
	 	 
	 	 
	 	
                /s/
                  Andre L. Forde

              	 
	 	
                Andre
                  L. Ford, an individual

              
	 	 
	 	 
	 	
                /s/
                  Marjorie A. Lieberman

              	 
	 	
                Marjorie
                  A. Lieberman, an individual

              
	 	 
	 	 
	 	
                /s/
                  Steven A. Horowitz

              	 
	 	
                Steven
                  A. Horowitz, an individual

              


      

    

     

    
      
        
        

      

      
        18

        
          

        

      

      
        
        

      

    

     

    
      	 	
              NEXTELLIGENCE,
                INC.,

            
	 	
              a
                Delaware corporation

            
	 	 
	 	 
	 	
              By:

            	
              /s/
                William A. Mobley, Jr.

            	 
	 	 	
                William
                A. Mobley, Jr., Chairman

            
	 	 	
                and
                Chief Executive Officer

            
	 	 
	 	 
	 	
              /s/
                Walter Web, Jr.

            	 
	 	
              Walter
                Web, Jr., an individual

            
	 	 
	 	 
	 	
              CENTURY
                GROUP, INC.,

            
	 	
              a
                Nevada corporation

            
	 	 
	 	 
	 	
              By:

            	
              /s/
                Daniel Bordui

            	 
	 	 	
               Daniel
                Bordui, President

            
	 	 
	 	 
	 	
              BROADCAST
                BID, INC.,

            
	 	
              a
                Nevada corporation

            
	 	 
	 	 
	 	
              By:

            	
              /s/
                Daniel Bordui

            	 
	 	
                Daniel
                Bordui, President

            
	 	 
	 	 
	 	
              /s/
                Daniel Bordui

            	
            
	 	
              Daniel
                Bordui, an individual

            


    

     

    
      
        
        

      

      
        19

        
          

        

      

      
        
        

      

    

     

    Exhibit
      A

     

    
      
        
        

      

      
        20

        
          

        

      

      
        
        

      

    

     

    Irrevocable
      Proxy

    


    The
      undersigned shareholder of Web2 Corp., a Delaware corporation (the “Company”),
      does hereby irrevocably constitute and appoint William A. Mobley, Jr. and Andre
      L. Forde, and each of them acting alone, as his true and lawful attorney, agent
      and proxy, with full power of substitution, to act for the undersigned
      shareholder and to vote 17,030,985 shares of common stock, $.001 par value,
      of
      the Company beneficially owned by the undersigned shareholder at any time and
      from time to time after the date of this instrument on all matters brought
      before the shareholders of the Company.

    


    This
      proxy is given pursuant to the provisions of that certain Stock Purchase
      Agreement dated as of December 19, 2007 by and among the Company and various
      other parties (the “Stock Purchase Agreement”), and is coupled with an interest.
      This proxy is irrevocable and may not be revoked, amended or altered by the
      undersigned shareholder. This proxy shall be valid and binding and shall remain
      in full force and effect for a period of three years from and after the date
      of
      this instrument.

    


    This
      proxy shall for all purposes be governed by, and shall be construed and
      interpreted in accordance with, the laws of the State of Delaware.

     

    IN
      WITNESS WHEREOF,
      the
      undersigned shareholder has executed and delivered this instrument as of
      December 19, 2007.

     

     

    
      	 	
              
                
                  

                

              

              Steven
                A. Horowitz

            


    

     

    
      
        
        

      

      
        21