ESCROW AGREEMENT



      THIS ESCROW AGREEMENT (this "Agreement") is dated as of May 9, 2005, by

and among Paid, Inc., a corporation organized under the laws of the State of

Delaware (the "Company"), Leslie Rotman ("Seller"), and Olde Monmouth Stock

Transfer Co., Inc., as escrow agent (the "Escrow Agent").



                              W I T N E S S E T H:



      WHEREAS, the Company, formerly known as Sales Online Direct, Inc., and

Seller are parties to an Agreement and Plan of Merger ("Merger Agreement") dated

October 23, 2001, whereby Rotman Collectibles, Inc., a Massachusetts corporation

engaged in the movie poster business ("Target"), was merged with and into a

subsidiary of the Company. As consideration for such merger, Seller received a

6% Convertible Promissory Note equal to One Million Dollars ($1,000,000) (the

"Note"). The principal and interest due under the Note was convertible into

shares of common stock of the Company. Seller has converted the entire amount

due under the Note into shares of Common Stock of the Company ("Common Stock").

The Company does not owe any additional amount under the Note.



      WHEREAS, pursuant to the Merger Agreement, Seller and the Company engaged

an appraiser to appraise the total retail value of certain movie posters (the

"Posters"), which were the primary asset of Target. The appraisal provided that

the total retail value of the Posters was $2,233,685.18 (the "Appraised Value").



      WHEREAS, the Company anticipates that the posters will sell for an amount

that is less than the Appraised Value;



      WHEREAS, Seller contends that the appraisal of the Posters was made

independently, based on knowledge at the time, and that the Posters sold for a

lower retail value because, in part, of timing of the sales and a general

economic decline.



      WHEREAS, the parties entered into a Settlement Agreement and Mutual

Release ("Settlement Agreement and Mutual Release") to resolve all differences

related to the Merger Agreement;



      WHEREAS, as part of the settlement terms, Seller agreed to either pay cash

consideration equal to Six Hundred Thousand Dollars ($600,000) ("Cash

Consideration"), or to grant to the Company certain option rights and, with

respect thereto, is required to deposit 2,000,000 shares of Common Stock of the

Company beneficially owned by Seller into escrow (the "Escrow Shares");



      WHEREAS, the Escrow Agent is willing to act hereunder on the terms and

conditions set forth herein.



      NOW, THEREFORE, in consideration of the mutual covenants and obligations

set forth below, the parties hereto hereby agree as follows:





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I.    ESCROW DEPOSIT



      As of the date hereof, if Seller has not paid the Cash Consideration to

the Company, Seller shall promptly deposit the Escrow Shares with the Escrow

Agent, to be held in escrow with, and released by, the Escrow Agent, in

accordance with this Agreement.



II.   MAINTENANCE OF ESCROW; RIGHTS WITH RESPECT TO ESCROW SHARES



      A.    The Escrow Agent shall hold the Escrow Shares in certificate form or

            in a brokerage account, as the Escrow Agent deems appropriate to

            fulfill its duties hereunder, in either case registered in the name

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