E Commerce Group Inc Watch

from 8-K/A 1 page <page> Schedule 2 the Milestones Programme Proposal for Income Sharing Between Sfl & Prudential <table> <caption> 31 December 15 April 2000 Year 1 Year 2 Year 3 Year 4 1999 - First Estimated Estimated Estimated Estimated Milestone Target Date Target Date Target Date Target Date 1 July 2000 1 July 2001 1 July 2002 1 July 2003 - <s> <c> <c> <c> <c> <c> <c> Administration New - - 10,250 18,000 18,000 24,000 Member Capacity as Set by the Prudential - Projected New 750 2,250 4,750 9,750 18,000 24,000 Pension Scheme Membership Pa - Cumulative Pension - - 4,750 14,500 32,500 56,500 Scheme Membership on Annual Basis - Prudential - - 35,625 108,750 325,000 560,500 Membership Income ((Pounds)7.50 ((Pounds)7.50 ((Pounds)10 Per ((Pounds)10 Per Including Vat - Per Member) Per Member) Member) the New Member) Increases Only Kick Rate Starts in at Total Annual When Cumulative Membership Members Hits Milestones, if 32500 Members Members Then Decrease Then Previous Income Share Returns at Dates Set Above or July Annually Thereafter - Prudential Income - - 35,000 108,000 325,000 560,000 Including Vat Rounded - <caption> Year 5 Total Estimated Income Target Dated Share Inc. 1 July 2004 Vat - <s> <c> <c> Administration New 24,000 Member Capacity as Set by the Prudential - Projected New 23,350 Pension Scheme Membership Pa - Cumulative Pension 79,850 Scheme Membership on Annual Basis - Prudential 598,875 1,626,875 Membership Income ((Pounds)7.50 Including Vat - Per Member) Increases Only Kick Payable Until in at Total Annual Total Income Membership Share Is Milestones, if Complete Members Then Decrease Then Previous Income Share Returns at Dates Set Above or July Annually Thereafter - Prudential Income 598,875 1,626,875 Including Vat Rounded - </Table>

from 10QSB ~10 pages Registration Rights Agreement

from 10QSB ~10 pages Agreement Between E-Commerce and S.C.MANAGMENT

from 10QSB ~10 pages Private Placement Subscription Agreement

from 10QSB ~5 pages Amended and Restated Convertible Promissory Note

from 10QSB ~5 pages Warrant to Purchase Common Stock

from 10QSB ~5 pages Termination Agreement

from 10QSB ~20 pages Agreement Between Prudential and Sfl

from 8-K ~20 pages Exhibit 10.6 Executive Service Agreement

from 10QSB ~10 pages General Security Agreement

from 10QSB ~5 pages Convertible Promissory Note

from 10QSB 1 page Agreement Between E Commerce Group, Inc. and Tony Arnold

from 10KSB ~5 pages Memorandum of Agreement - Recruitment

from 10KSB ~5 pages Memorandum of Agreement - Corporate