JOINT VENTURE AGREEMENT
This Joint Venture Agreement ("Agreement") is made and entered into this
8th day of June 2003, by and between EyeCash Networks, Inc., a corporation
organized and existing under the laws of the State of Nevada with its principal
place of business located at 225 South Lake Avenue, Suite 300, Pasadena,
California 91101 (hereinafter referred to as "ECNI") and Fluid Cash PA, LLC, a
Limited Liability Company organized and existing under the laws of the State of
Florida with its principal place of business located 1136 Pine Island Road,
Suite #4, Cape Coral FL 33909 (hereinafter referred to as "FC").
WHEREAS:
ECNI is in the business of design, engineering, manufacturing, distribution and
service of computer peripherals in relation to the financial industry and
corporate security cryptographic standards including the development,
production, marketing, sales and distribution of its proprietary cash pad
transaction product known as the "BankEyesOnly Cash Pads";
FC is in the business of providing transaction-processing services utilizing
among other items its Internet-based processing engine back-end known as
"CardTouch" and its Internet front-end known as "MyWebATM" which can be utilized
by ECNI in connection with ECNI's BankEyesOnly Cash Pads;
On March 18, 2003, ECNI and FC executed and entered into a binding Letter of
Intent ("LOI"), attached as Exhibit C, and incorporated into this Agreeement.
ECNI and FC desire to establish a Florida Limited Liability Company as a joint
venture company ("JVC") for the purpose of creating, customizing, developing,
producing and selling worldwide ("Territory") products and services defined
above as JVC Products and Services, for resale by JVC in the Territory, which
for the purposes of this Agreement shall include, but not be limited to,
utilization of FC by ECNI as the exclusive transaction processor for ECNI
transactions involving the ECNI BankEyesOnly Cash Pads.
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