AGREEMENTFOR SERVICE

A.

The Customer is of the opinion that the Service Provider has the necessary qualifications, experience and abilities to provide services to the Customer.

B.

The Service Provider is agreeable to providing such services to the Customer on the terms and conditions set out in this Agreement.

1.

The Customer hereby agrees to engage the Service Provider to provide the Customer with services (the "Services") consisting of the following activities:

a.

Writing a one-time company Advertisement (“the AD”) to be hosted online as a landing page, describing the Customer’s business as its self-defined.

b.

Creating a email (“the Email”) to create awareness and understanding of  the Customer’s business.  The Email will direct interested readers to the Service Provider’s and/or Company's web site, where a copy of the AD can be viewed or downloaded

c.

Once the Customer has approved both the content of the AD and the Email, the Service Provider will make the AD available on its website and will embark on an email campaign, sending the Email to its opt in email list.  The email campaign shall be conducted for a period of 6 months and will be targeted to addresses within the United States of America. Service Provider also agrees to drive traffic to the Company's web site through the use of Banner Advertising and Pay Per Click (PPC) advertising.

d.

Assisting on the creating or updating of Customer's Web Page to include a landing section for interested readers.

e.

Social Awareness Campaign using popular social networking sites including Facebook, MySpace, Twitter, etc.

f.

Monitor internet blogs and forums to help eradicate negative comments and misinformation about Customer

2.

The term of this Agreement will begin on the date of this Agreement (or on an otherwise mutually-agreed commencement date) and will remain in full force and effect for ONE month from that date, or at the completion of the maximum number of mailings as stipulated in this agreement, whichever is the sooner.

3.

The parties agree to do everything necessary to ensure that the terms of this Agreement take effect.  This will include any actions required as a pre-requisite by the Customer.  (For example, possible changes required in the Customer’s processes, procedures, web site, etc., to re-direct investor communications to the Service Provider; spending time with the Service Provider to provide information needed to produce the initial “Customer AD”; and the like.)

4.

For the services rendered by the Service Provider as required by this Agreement, the Customer will pay to the Service Provider compensation as follows:

5.

This compensation will be payable at the commencement of the agreement per the following Schedule of Payment. Payment may be by wire transfer (preferred), credit card, cashier's check or company check. No services will be provided until the payment amount has been fully realized and/or the check has cleared. In an effort to expedite the process Stock Transfer should be made by way of Deposit/Withdrawal at Custodian (DWAC)

6.

7.

The Service Provider understands that the Service Provider's compensation as provided in this Agreement will constitute the full and exclusive monetary consideration and compensation for all services performed by the Service Provider and for the performance of all the Service Provider's promises and obligations under this Agreement.

8.

The Customer agrees to provide, for the use of the Service Provider in providing the Services, the following extras: Appropriate allotment of time, and any and all accurate and timely information that will be necessary for Service Provider to carry out its obligations under the terms of this agreement.

9.

The Service Provider’s expenses for providing the services described in this agreement are included in the compensation amount.  Any services to be provided by the Service Provider to the Customer that are outside of the scope of this agreement will be subject to a separate agreement.

10.

No performance penalties are associated with this agreement.  It is agreed and understood by both parties that, whilst the objective of the Customer may be to generate awareness and understanding of its company, the Service Provider makes no guarantees of generating such awareness and shall be held completely free from any liability in this regard.

11.

It is agreed and understood that the Service Provider makes no representations on behalf of the Customer.  The content, claims and liabilities connected with the AD and the Email are the sole responsibility of the Customer.

12.

The Service Provider agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any confidential information with respect to the business of the Customer, which the Service Provider has obtained, except as may be necessary or desirable to further the business interests of the Customer. The Customer agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any confidential information with respect to the business of the Service Provider including this service agreement, which the Customer has obtained, except as may be necessary or desirable to further the business interests of the Service Provider or as may be necessary in order for Customer to comply with applicable securities laws.  This obligation will survive 1 year upon termination of this Agreement.

13.

14.

All materials developed, produced (or in the process of being so) by the Service Provider under this Agreement, will be the property of the Customer. The use of the mentioned materials by the Customer will not be restricted in any manner.

15.

The Service Provider may retain use of the said materials and will not be responsible for damages resulting from their use for work other than services contracted for in this Agreement.

16.

Upon the expiry or termination of this Agreement, at the request of the Customer, the Service Provider will return to the Customer any property, documentation, records, or confidential information which is the property of the Customer.  Otherwise, after one month from the termination of this agreement, said property, documentation, records, or confidential information will be disposed of by the Service Provider in a manner deemed appropriate by the Service Provider.

17.

The Service Provider will not voluntarily or by operation of law assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Customer.

18.

It is expressly agreed that the Service Provider is acting as an independent contractor and not as an employee in providing the Services under this Agreement. The Service Provider and the Customer acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.

19.

Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced in writing signed by each party or an authorized representative of each party.

20.

All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the parties of this Agreement as follows:

a.

__David Ly________, FBO, Iveda Solutions, Inc.  (IVDA)

b.

RKH Capital Group (RKH CAPITAL)

21.

In the event that legal action is brought to enforce or interpret any term of this Agreement, the prevailing party will be entitled to recover, in addition to any other damages or award, all reasonable legal costs and fees associated with the action, subject to negotiations via the 3rd party arbitration process.

22.

Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.

23.

It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.

24.

It is understood and agreed that the Service Provider will have no liability to the Customer or any other party for any loss or damage (whether direct, indirect, or consequential) which may arise from the provision of the Services.

25.

The Service Provider will indemnify and hold the Customer harmless from any claims against the Customer by any other party, arising directly or indirectly out of the provision of the Services by the Service Provider.

26.

This Agreement will inure to the benefit of and be binding on the parties and their respective heirs, executors, administrators, successors and permitted assigns.

27.

Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in United States dollars.

28.

Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement.

29.

Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.

30.

It is the intention of the parties to this Agreement that this Agreement and the performance under this Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the laws of the State of Texas, without regard to the jurisdiction in which any action or special proceeding may be instituted.

31.

In the event a dispute arises out of or in connection with this Agreement the parties will attempt to resolve the dispute through friendly consultation.

32.

If the dispute is not resolved within a reasonable period then any or all outstanding issues may be submitted to mediation in accordance with any statutory rules of mediation. If mediation is not successful in resolving the entire dispute or is unavailable, any outstanding issues will be submitted to final and binding arbitration in accordance with the laws of the State of Texas. The arbitrator's award will be final, and judgment may be entered upon it by any court having jurisdiction within the State of Texas.

33.

In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

34.

The waiver by either party of a breach, default, delay or omission of any of the provisions of this Agreement by the other party will not be construed as a waiver of any subsequent breach of the same or other provisions.

RKH Capital Group (RKH CAPITAL)

Name:

/s/ CASEY JENSEN

(Signed / Corp seal)

Customer: IVEDA SOLUTIONS

Title:   President & CEO

Name:

/s/DAVID LY

(Signed / Corp seal)

Date:   October 20, 2010