Item 1.01 Entry Into A Material Definitive Agreement.”
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit
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Number
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Description
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10.1(1)
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Revolving
Line of Credit Agreement with Sands Brothers Venture Capital III LLC
(February 29, 2008) and Promissory Note with Sands Brothers Venture
Capital III LLC (February 29, 2008)
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10.2*
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12%
Promissory Note with Sands Brothers Venture Capital III, LLC (March 27,
2008)
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*
Filed herewith.
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(1) Filed
as Exhibits to our Report on Form 8-K filed with the Commission on March 4,
2007, and incorporated herein by reference.
SIGNATURES
Pursuant
to the requirement of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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XA,
INC.
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/s/ Joseph
Wagner
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Joseph
Wagner,
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Chief
Executive Officer
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April
7, 2008
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