This Agreement is made this 10th day of March, 2010, between ("Client"), with a principal place of business at and Worldwide Merchant Services, LLC ("WMS"), with a principal place of business at Aventura, FL

1.01. This Agreement will become effective on the date stated above and will continue in effect until the services provided for under this Agreement have been performed.

Specific Services

2.01. WMS agrees to serve as a procurement or purchasing agent on behalf of.

Method of Performing Services

2.02. WMS will determine the method, details, and means of performing the services described in Section 2.01. Client may specify only the results desired in regard to the specified services.

Employment of Assistants

2.03. WMS may, at WMS's own expense, employ any assistants that WMS deems necessary to perform the services required of WMS by this Agreement. Client may not control, direct, or supervise WMS's assistants or employees in the performance of those services.

Compensation

3.01. Client agrees to pay to WMS, for the services set forth in Article 2, the sum of $50.00 ( U.S. Dollars) as an administrative fee per order at the time of execution of this Agreement. In addition to the administrative fee, Client agrees to pay a commission of .25% to WMS in connection with the rendering of services under this Agreement.

Limited Liability

4.02. WMS will not be liable to Client, or to anyone who may claim any right due to a relationship with Client, for any acts or omissions in the performance of services under this Agreement or on the part of the employees or agents of WMS unless the acts or omissions are due to willful misconduct. Client will indemnify and hold WMS free and harmless from any obligations, costs, claims, judgments, and attorneys' fees, and attachments arising from, growing out of, or in any way connected with the services rendered to Client under this Agreement, unless WMS is judged by a court of competent jurisdiction to be guilty of willful misconduct.

Cooperation of Client

5.01. Client agrees to comply with all reasonable requests of WMS and provide access to all documents reasonably necessary to the performance of WMS's duties under this Agreement.

Termination for Failure to Make Payments

6.05. If Client fails to pay WMS all or any part of the compensation set forth in Articles 3.01 of this Agreement on the date due, WMS, at WMS's option, may terminate this Agreement if the failure is not remedied by Client within fifteen days after notice from Worldwide that payment is overdue.

Governing Law

7.01. This Agreement will be governed by and construed in accordance with the laws of the State of Florida.