EXHIBIT 10.17

PerfectData Corporation110 West Easy Street
Simi Valley, CA 93065

October 27,
2000

Mr. Dimitri
Simonenko
Business Solutions Group, Inc.
45723 Paddington Station Terrace
Sterling, VA 20166

Re:$60,000 Loan to Business Solutions Group, Inc.

Gentleman:

This
letter shall confirm our agreement with respect to the above referenced loan. Upon the execution hereof, PerfectData Corporation (the "Lender") shall loan (the "Loan") Sixty
Thousand ($60,000) Dollars to Business Solutions Group, Inc. (the "Borrower"), a Virginia corporation, which loan shall bear interest at a rate of seven (7%) percent per annum and shall be
repayable on December 15, 2000, and shall be mandatorily prepayable out of the proceeds of the Comp USA Receivables (herein defined). The Loan shall be evidenced by a promissory note (the "Note"). The
payment of the Loan shall be secured by a first priority security interest in all of the Borrower's accounts receivable from Comp USA (the "Comp USA Receivables"). All invoices relating to the Comp
USA accounts
receivable shall reflect the Lender's security interest therein and shall instruct that the Comp USA receivables shall be paid to an account designated and controlled by the Lender. The lender shall
apply the proceeds of the Comp USA Receivables to the payment of all amounts due under the Note and shall remit the balance to the Borrower. The Borrower and Dimitri Simonenko represent and warrant to
the lender that as of the date hereof the outstanding balance of the Comp USA Receivables are $99,456 which are represented by the invoices attached hereto as Exhibit "A".

This
Agreement shall be enforced, governed by, and construed in accordance with the laws of the State of New York, regardless of the choice of law or conflict of law provisions of or
any other jurisdiction. The parties agree that any suit brought in connection with this Agreement shall be brought in the state or federal courts located in the in the State of New York county of New
York. EACH PARTY HEREBY IRREVOCABLY WAIVES ANY OBJECTION TO VENUE, INCLUDING AN OBJECTION BASED ON THE GROUNDS OF FORUM NON CONVENIENS, THAT SUCH PARTY NOW HAS OR HEREAFTER MAY HAVE TO THE BRINGING OF
ANY ACTION OR PROCEEDING IN SUCH JURISDICTION.

Lender
may assign this Agreement at any time without the consent of Borrower. All stipulations, promises and agreements herein by or on behalf of Borrower or Lender shall bind the
successors and assigns of such party, whether so expressed or not, and shall inure to the benefit of the successors and assigns of Borrower Lender.

If
any provision hereof shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other
provision hereof, and this

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Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.

|                                                           |  |                     |  | Very truly yours, PERFECTDATA CORPORATION
|---------------------------------------------------------- |  | ------------------- |  | -----------------------------------------
|                                                           |  |                     |  | By:                                      
|Acknowledged and Agreed to This 27th day of October, 2000: |  |                     |  |                                          
|BUSINESS SOLUTIONS GROUP, INC.                             |  |                     |  |                                          
|BY:                                                        |  | /s/DMITRI SIMONENKO |  |                                          
|Title: President                                           |  |                     |  |                                          

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SECURITY AGREEMENT

SECURITY AGREEMENT,dated October 27, 2000 made by and among Business Solutions Group, Inc., a
Virginia corporation, having an address at 45723 Paddington Station Terrace (the "Grantor") in favor of Perfectdata Corporation, a California corporation, having an address at 110 West Easy Street,
Simi Valley, California 93065 (the "Secured Party").

W I T N E S S E T H:

WHEREAS, the Grantor has requested that the Secured Party loan to the Grantor Sixty Thousand ($60,000) Dollars
(the "Loan") which Loan will be evidenced by a promissory note of even date hereof (the "Note");

WHEREAS,the Secured Party is willing to make the Loan to the Grantor only if the Grantor grants to the Secured Party a first priority
security interest in certain of the Grantor's assets to secure the payment of the Loan.

NOW, THEREFORE,in consideration of the making of the Loan and the premises and the agreements herein, the Grantor hereby agrees with
the Secured Party as follows:

SECTION 1.Definitions.All
terms used in this Agreement which are defined in the Note or in Article 9 of the Uniform Commercial Code currently in effect in the State of New York (the "Code") and which are not otherwise
defined herein shall have the same meanings herein as set forth therein.

SECTION 2.Grant of Security
Interest.As collateral security for all of the Obligations (as defined in Section 3 hereof), the Grantor hereby pledges, assigns and grants to the
Secured Party a continuing security interest in the following assets of the Grantor, wherever located and whether now or hereafter existing and whether now owned or hereafter acquired, (collectively,
the "Collateral"):



SECTION 3.Security for
Obligations.The security interest created hereby in the Collateral constitutes continuing collateral security for all of the following obligations, whether now
existing or hereafter incurred (the "Obligations"): the prompt and timely payment by the Grantor, as and when due and payable, of all amounts and liabilities of any kind or nature due under the Loan,
the Note and under this Agreement and any future advances from time to time owing by the Grantor to the Secured Party which may arise in the future.

SECTION 4.Representations and
Warranties.Grantor represents and warrants to the Secured Party as follows:



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SECTION 5.Covenants as to the
Collateral.So long as any of the Obligations shall remain outstanding, unless the Secured Party shall otherwise consent in writing:



SECTION 6.Additional Provisions Concerning the
Collateral.



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SECTION 7.Remedies Upon
Default.If any Event of Default shall have occurred and be continuing:



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SECTION 8.Indemnity and
Expenses.



SECTION 9.Notices, Etc.All
notices permitted or required by any provision of this Agreement shall be made in writing and sent via hand delivery or recognized overnight courier or by certified U.S. Mail, return receipt
requested, addressed to the address of the receiving party or parties, or to such other address as may be designated by written notice. In the event there is a change in the address of any of the
parties, such party shall inform the remaining parties within twenty (20) days of such change. Notice sent by certified U.S. Mail, return receipt requested, shall be deemed to have been given
on the date which falls two (2) days after the date postmarked by the United States Postal Service. In all other cases, notice shall be deemed to have been given upon delivery. For purposes of
this Agreement, notice to each of the parties shall given as follows:

a.  If
to Grantor:
Business Solutions Group, Inc.
45723 Paddington Station Terrace
Sterling, VA 20166

b.  If
to Secured Party;
110 West Easy Street
Simi Valley, CA 93065



SECTION 10.Miscellaneous.



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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and delivered by its officer thereunto duly
authorized, as of the date first above written.

| |  | GRANTOR      
| |  | -------------
| |  | By:          
| |  | SECURED PARTY
| |  | By:          

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PROMISSORY NOTE

|$60,000 |  | Date: October 27, 2000
|------- |  | ----------------------

FOR VALUE RECEIVED, the undersigned, Business Solutions Group, Inc. a Virginia corporation (the "Maker"), hereby promises to pay
to the order of Perfectdata Corporation a California (the "Holder"), at the Maker's offices located at 110 West Easy Street, Simi Valley, CA 93065 (or at such other place as the Holder of this Note
designates in writing to the Maker), in lawful money of the United States of America, the principal sum of Sixty Thousand ($60,000) Dollars, plus all accrued and unpaid interest thereon as provided
below, on December 15, 2000. The outstanding principal balance of this Note shall bear simple interest from the date hereof until repaid in full, at the rate of seven (7%) percent per annum.

This
Note is being given pursuant to a Loan Agreement, dated October 27, 2000, between the Maker and the Holder (the "Loan Agreement") and is secured by a lien on certain of
the assets of the Maker pursuant to a Security Agreement, dated October 27, 2000, between the Maker and the Holder, (the "Security Agreement").

1.Prepayment.

The
unpaid principal amount of this Note may be prepaid at any time in whole, or in part, by the Maker without penalty. Any such prepayment shall first be applied to accrued interest
and then to principal. The unpaid principal amount of this Note shall be prepaid from the proceeds of the collateral. Any such prepayment shall first be applied to accrued interest and then to
principal.

2.Default.

(a)Definition.For purposes of this Note, an Event of Default shall be deemed to have occurred if:



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The
foregoing shall constitute Events of Default whatever the reason or cause for any such Event of Default and whether it is voluntary or involuntary or is effected by operation of
law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body.

(b)Consequences of Event of Default.



3.Waiver.

The
Maker hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor, nonpayment of this Note, and any statutory or other right of redemption,
and expressly agrees that this Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Note or release security of this Note, all without in
any way affecting the liability of the Maker hereunder.

4.Collection.

The
Maker shall pay to the Holder, upon demand, all reasonable out of pocket expenses (including, without limitation, reasonable fees and disbursements of counsel) incurred by the
Holder in connection with the collection of any amounts due under this Note.

5.Miscellaneous.

(a) No
amendment, modification or waiver of any provision of this Note shall be effective unless the same shall be in writing and signed by the Maker and the Holder.
The provisions of this Note shall be binding upon the successors and assigns of the Maker.

(b) This
Note shall be enforced, governed by, and construed in accordance with the laws of the State of New York, regardless of the choice of law or conflict of law
provisions of or any other jurisdiction. The Maker agrees that any suit brought in connection with this Agreement shall be brought in the state or federal courts located in the in the State of New
York, County of New York. The Maker consents to the personal jurisdiction of such courts. THE MAKER HEREBY IRREVOCABLY WAIVES ANY OBJECTION TO VENUE, INCLUDING AN OBJECTION BASED ON THE GROUNDS OF
FORUM NON CONVENIENS, THAT THE MAKER NOW HAS OR HEREAFTER MAY HAVE TO THE BRINGING OF ANY ACTION OR PROCEEDING IN SUCH JURISDICTION.

(c) This
Note shall be paid without claim of set-off or deduction of any nature or for any cause whatsoever.

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(d) Upon receipt of evidence reasonably satisfactory to the Maker of the loss, theft, destruction or mutilation of this Note, and of indemnity reasonably satisfactory
to the Maker, if lost, stolen, destroyed or mutilated, the Maker shall execute and deliver to the Holder a new note identical in all respects to this Note.

(e) No
failure on the part of the Holder to exercise, and no delay in exercising, any right, power or privilege under this Note shall operate as a waiver thereof; nor
shall any single or partial exercise of any right, power or privilege under this Note preclude any other or further exercise thereof or the exercise of any right, power or privilege. The remedies
herein provided are cumulative and not exclusive of any and all other remedies provided by law.

| |  | BUSINESS SOLUTIONS GROUP, INC
| |  | -----------------------------
| |  | By:                          

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