KINSHIP SYSTEMS INC
SB-1/A, EX-99.1, 2000-10-16
COMPUTER PROGRAMMING SERVICES
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                                   ADDENDUM TO
                         EXCLUSIVE DISTRIBUTION CONTRACT

         Addendum  made and  entered  between the  parties to the  attached  and
incorporated   Exclusive  Distribution  Contract  dated  May  5,  2000,  between
ProSource  Software Co. and Kinship Systems,  Inc., on this 16th day of October,
2000.

         1. The Parties  agree and confirm  that the  attached  Agreement  shall
remain in full  force and  effect  and shall be  modified  only as  specifically
set-out in this Addendum.

         2. No revenue have been generated to date under the Agreement.

         3. The prior owner of ProSource,  Mr. Gregory  Willits and  associates,
hereby  acknowledges a complete and irrevocable  reassignment  and conveyance of
the ProSource  business  technology  and software from the  undersigned  Gregory
Willits to its prior owner Mr.  Rudolf  Limpert as of the date of this  Addendum
without additional  consideration.  Mr. Rudolf Limpert  acknowledges and accepts
such conveyance and holds harmless Gregory Willits and associates from all prior
acts completed by them as owners of ProSource. Mr. Gregory Willits represents he
has full and complete  ownership and capacity to convey the foregoing  interests
for himself and any associated party.

         Done the day and date first above written.

Seller:                                              Buyer:

/s/ Gregory Willits                                  /s/ Rudolf Limpert
-------------------                                  ------------------
    Gregory Willits                                      Rudolf Limpert




KINSHIP SYSTEMS, INC.


By: /s/ Terry Deru
    --------------
        Terry Deru
        Its President

Kinship2/Addendum



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