EXHIBIT 10.23 Memorandum of Understanding

Promotion Agreement

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Title: EXHIBIT 10.23 Memorandum of Understanding
Date: 12/22/2005

EXHIBIT 10.23

Memorandum of Understanding
May 26, 2005

Terms of Agreement between Richard H. Murray (RHM) and QI Systems Inc. (QI) and Matthew Yugovich (Matt)

Whereas:


•	QI has entered into an ADVERTISING AND PROMOTIONAL SERVICE AGREEMENT with Hobsen Lorenze Bowersock and Associates, 207 North Moss Road, Winter Springs, FL 32708

•	QI and Matt have requested RHM to provide 500,000 currently issued free-standing shares of QI to pay part of the fee for the above agreement

It is hereby agreed as follows:

•	RHM will arrange delivery of

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