Financing agreement signed to continue development

Netgraphe Inc. signed a financing agreement for six million dollars ($6,000,000) that will allow the Company to improve its working capital position and continue its development.

This financing consists of senior convertible debentures issued by Netgraphe at 8% payable to Quebecor Media Inc. and 9085-3011 Quebec Inc. (formerly InfiniT Inc.), a company held jointly by Quebecor Media and Groupe TVA Inc.

These debentures, at a unit price of one hundred dollars ($100), will become due on August 2, 2009. They are convertible into subordinate voting shares from Netgraphe's capital stock at a conversion rate of $0.18 per share.

The transaction has been conditionally approved by the Toronto Stock Exchange subject to the fulfillment of certain conditions prior to August 23, 2002.