CONSULTING AGREEMENT

This Consulting Agreement is made effective as of the date by which by both parties have executed this Consulting Agreement by and between RedFin Networks, Inc      located at Ft. Lauderdale, Florida (“Client”) and Anadyne Enterprises, LLC (“Consultant”) a Florida Limited Liability Corporation with offices in Gulfstream, Florida.

2.        PERFORMANCE OF SERVICES.  The manner in which the Services are to be performed, the employees of Consultant assigned to various phases of the project and the specific hours to be worked by Consultant shall be determined by Consultant.

Additionally, the Consultant will be given negotiated Stock Awards on a project by Project basis reflective of Consultant adding Value to Clients Business in a manner with Incentive Alignment(s) to the Benefit of the Client and Consultant. At the option of the Parties certain other compensation may be in the form of a Commissions, Warrants and or Residuals to be negotiated mutually by the parties and determined on a Project by project basis.

Any subsequent payments for consulting services are due within ten (10) days of receipt of Consultant’s invoice. “Client” will electronically deposit funds into a bank account of Anadyne Enterprises, LLC “Consultant” at a bank to be determined Routing Number ###-###-#### Account Number ###-###-#### upon execution of this Agreement and subsequent payments as they become due, or any other designated bank account with notice.

4.        EXPENSE REIMBURSEMENT. Consultant shall be entitled to reimbursement from Client for all reasonable, documented "out-of-pocket" expenses, which shall include coach airfare, hotel and meals, mileage and tolls for trips outside of Consultant’s area, photocopies, facsimiles, and any other reasonable, documented related expenses incurred upon Client’s request by Consultant.

5.        SUPPORT SERVICES IN CLIENT’S OFFICE.  Client will provide all reasonable necessary and appropriate office support services for the benefit of Consultant while the Services herein are being performed in Client’s offices.  Such support shall include an office, or other work area, telephone (local and long distance), facsimile (local and long distance), and assistance and cooperation from Client personnel as needed.

6.       NEW PROJECT APPROVAL. Consultant and Client recognize that the Services may be comprised of phases, the scope of which may be determined and agreed to on an ongoing basis. Consultant may work on a variety of projects for Client, as agreed to between the parties from time to time.

7.        TERM/TERMINATION.  The term of this Consulting Agreement shall be on a six (6) month calendar year basis. At the end of six (6) month calendar year basis term, the Client and Consultant will engage in a Joint Venture to be described on a separate document titled “Joint Venture Agreement”. The termination of the Consulting Agreement shall not alter or change the obligation of Client to pay all accrued but unpaid amounts for consulting Services, related expenses, and any and all future commissionable earnings.

8.        RELATIONSHIP OF PARTIES.  It is understood by the parties that Consultant is an independent contractor with respect to Client, and not an employee of Client.  Client will not provide, and Consultant is responsible for, all fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of employees of Consultant.

9.       CONFIDENTIALITY.  For purposes of this Consulting Agreement, “Confidential Information” shall be defined as all confidential or proprietary information of Client, including without limitation: the business activities; customer names and addresses; operations and plans; information pertaining to existing or planned services or products; marketing, promotional and pricing information; information pertaining to purchasers, suppliers or vendors; inventions, products, prices, costs, discounts, future plans, business affairs, process information, technical information, customer lists, copyrights and other proprietary or confidential information of Client; provided, however, that “Confidential Information” shall exclude any information that (a) is at the time of its disclosure generally available to the public, (b) becomes generally available to the public through legal means not in breach of this or any other agreement, or (c) can be shown to be, prior to its initial disclosure, in the possession of the receiving party.

13.      ENTIRE AGREEMENT.  This Consulting Agreement, including the schedules, exhibits and other documents referred to herein that form a part hereof, embodies the entire agreement and understanding of the parties hereto with respect to the subject matter contained herein.  There are no restrictions, promises, warranties, covenants or understandings, other than those expressly set forth or referred to herein.  This Consulting Agreement supersedes all prior agreements and understandings between the parties with respect to such subject matter.  No supplement, modification or amendment of this Consulting Agreement shall be binding unless executed in writing by the parties hereto.

As generally described in Section One of the Agreement, the following activities will compromise the Consulting Agreement: the recruitment, training and signing of Sales Agents, Super ISO’s,  End User Customers and/or Financial Organizations Institutions to resell Clients products. Subsequent evaluation(s) of the performance and sales activities of the recruited entity upon. Consultant will also directly negotiate all Third Party Servicing contracts with vendors including but not limited to: Authorization Networks, Debit Registrations, Bank Sponsorship Agreements, Equipment Vendors and all other subsequent vendors as required by Client.