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                                                                    EXHIBIT 10.2

                  AGREEMENT between: Ingen Technologies, Inc. and Agroworx, Inc.


INGEN TECHNOLOGIES, INC.
285 E. County Line Road, Calimesa California 92320
(800) 259-9622   FAX: (800) 777-1186


                              CONTRACTING AGREEMENT

This Agreement supercedes all other Agreements with Chris Wirth and/or Agroworx,
Inc., made effective as of this 15th day of September, 2005, by and between
AgroWorx, Inc., a Nevada Corporation doing business in California, located at
1606 East Washington Street, Suite 346, Colton, CA 92324, further referred to as
the ("Contractor"); and Ingen Technologies, Inc., A Public Georgia Corporation,
further referred to as the ("Company"), whose principal address is 285 E. County
Line Road, Calimesa, California 92320, and is made with reference to the
following:

                                    RECITALS

A.   The Company is a Medical Device Manufacturer, and in the business of
     providing medical and consumer products and services on a Global basis.
     Said products and services are inclusive of, but not limited to, vestibular
     function testing and balance testing, medical durable equipment and
     aeroponic farming facilities.

B.   The Company desires to engage the services of the Contractor to provide
     consulting services for the Company. Specifically, the Company desires the
     Contractor to assist in the design of the Pure Produce(TM) program as
     described in Exhibit-A, attached hereto.

C.   The Contractor has the expertise, knowledge and resources for providing
     said services.

D.   The Company desires to utilize the Contractor's expertise, knowledge and
     other resources for providing consulting services, and as such, the
     Contractor desires to offer said consulting services to the Company.


NOW, THEREFORE, the Parties mutually agree as follows:

1.   In consideration of the Contractor furnishing the expertise, knowledge and
     other resources in providing said services as set forth in the above
     Recitals, the Company agrees to the following:

          a) The Company will issue to the Contractor i) 300,000 shares of
          restricted stock at the time the Company receives initial funding for
          the Pure Produce(TM) program, and ii) 500,000 shares of restricted
          stock 12 months commencing the funding of the Pure Produce(TM)
          program. The definition of "Commencing" means that the first Pure
          Produce(TM) facility has been built and has started operations. The
          term "Restricted Stock" means that the Company will issue its' common
          restricted shares under SEC Rule-144.

          b) Upon the initial funding of the Pure Produce(TM) program, the
          Company will pay the Contractor a monthly consulting fee of $ 3,000 to
          assist in the design and operations of the Pure Produce(TM)
          facility(s).

          c) The Company will pay the Contractor 2% of the Net Profits, before
          tax, of the revenues generated from any/all of the Pure Produce(TM)
          facilities. This payment will be paid annually and/or at the end of
          each fiscal year.


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                  AGREEMENT between: Ingen Technologies, Inc. and Agroworx, Inc.


          d) The Company may assign other projects to the Contractor. The
          Company will pay the Contractor a defined amount pursuant to each
          project. Each project will include a description of the work to be
          performed and the amount that the Contractor will receive. The
          Contractor has the right of first refusal with each of these
          additional projects.

2.   The Company will provide said management, materials and operational costs,
     other than mentioned in Paragraph-1.

3.   As a part of the services specified herein, the Contractor accepts the
     above considerations and understands his rights to provide said services
     within the United States. The Contractor agrees to provide his "best
     efforts" to deliver those services.

4.   The Contractor is only responsible to provide his/her services for the Pure
     Produce(TM) facilities. The Company holds harmless the Contractor from
     any/all liabilities associated with the Pure Produce(TM)
     program/facilities.

5.   Except for the amounts paid to the Contractor as stated in paragraph-1 and
     within the Recitals herein, the Contractor shall not be entitled to other
     payment and/or reimbursement for expenses incurred pursuant to this
     Agreement. All costs and expenses incurred by the Contractor in rendering
     said services shall be reimbursed or advanced by the Company only upon
     written authorization to the Contractor by the Company.

6.   The Company agrees to provide full and proper assistance to the Contractor
     inclusive of administrative support, technical support, and professional
     support on a best efforts basis and within regulatory guidelines and laws
     set forth for providing said services and without penalty to the
     Contractor.

7.   The Contractor agrees to provide the Company with proper tax documentation
     and identification upon the signing of this Agreement in accordance to
     State and Federal tax laws.

8.   The relationship between both parties created by this Agreement is that of
     principal ("the Company") and Outside Contractor ("the Contractor") in that
     the time spent and the professional manner in which the services are
     performed shall solely be the responsibility of the Contractor. However,
     the Contractor agrees to use their best and most diligent efforts, within
     all laws, to provide the resources and expertise under the terms and
     conditions setforth herein.

9.   During the term of this Agreement, the Contractor will not promote
     services, either directly and/or indirectly, to any entity and/or
     competitor that has a similar product as provided by the Company for the
     duration of this Agreement.

10.  In consideration of the importance of confidentiality, non-disclosure and
     trade secrets, the Contractor acknowledges that during the course of this
     Agreement between the Company and the Contractor, the Contractor has had
     access to and will continue to have access to various confidential
     information and trade secrets consisting of compilations of information,
     records, specifications and trade lists, which are owned by the Company and
     which are regularly used in the operation of the Company's business. The
     Contractor specifically agrees to NOT distribute the product pricing of the
     Company, nor use the brand name on any of their pricing to their clients.
     Further, the Contractor will agree to keep confidential all material
     related to or made a part of this Agreement from any client, employee,
     associate and/or the like.

     In consideration of continued engagement through this Agreement during the
     period of the Agreement by the Company, the Contractor shall not disclose
     any of the aforesaid confidential information or trade secrets, directly or
     indirectly, nor use them in any way, either during the term of this
     Agreement or at any time thereafter, except as required in the Contractor's
     engagement with the Company, but does not include information already
     within the public domain at the time the information is acquired by the
     Contractor, or information that subsequently becomes public through no act
     or omission of the Contractor.


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                  AGREEMENT between: Ingen Technologies, Inc. and Agroworx, Inc.


     In further consideration of continued engagement and during the period of
     the Agreement, all files, records, documents, drawings, specifications,
     equipment and similar items relating to the business of the Company,
     whether prepared by the Contractors or otherwise, coming into the
     Contractor's possession shall remain the exclusive property of the Company
     and shall not be removed from the Company's premises under any
     circumstances whatsoever without prior written consent of the Company.

11.  This Agreement shall continue in effect for a period of two years (2-yrs),
     and may be continued thereafter only by the express mutual agreement of
     both parties. This agreement may be terminated only for cause or breech of
     any terms and conditions setforth herein.

12.  This document contains the entire Agreement of the parties relating to this
     Agreement and correctly sets forth the rights, duties and obligations of
     all parties hereto. Any prior agreements, promises, negotiations and/or
     representations not expressly set forth in this Agreement is of no force
     and effect.

13.  No waiver of any term or condition of this Agreement shall be deemed or
     construed to be a waiver of such term or condition in the future, or of any
     preceding or subsequent breach of the same or any other term or condition
     of this or any other agreement. All remedies, rights, undertakings,
     obligations and agreements contained in this Agreement shall be cumulative
     and none of them shall be in limitation of any other remedy, right,
     undertaking, obligation or agreement of either party hereto.

14.  No amendment or modification of this Agreement or of any covenant,
     condition or limitation herein contained shall be valid unless in writing
     and duly executed by the party to be charged therewith. Unless otherwise
     specifically set forth under a particular provision, any amendment or
     modification shall require the overall consent of both parties.

15.  Nothing contained in this Agreement shall be construed so as to require the
     commission of any act contrary to law, and whenever there is a conflict
     between any provision of this Agreement and any statute, law, ordinance,
     rule, order or regulation, the later shall prevail, but in such event any
     such provision of this Agreement shall be curtailed and limited only to the
     extent necessary to bring it within the legal requirements.

16.  This Agreement, and all rights and obligations contained herein shall be
     binding on and inure to the benefit of the parties hereto and their
     respective heirs, executors, legal and personal representatives, successors
     and assigns. It is also specifically agreed and understood that this
     Agreement shall be binding upon any successor-in-interest to the Company by
     way of merger, consolidation or otherwise.

17.  Any controversy arising out of or in connection with this Agreement, or any
     amendment thereof, shall be determined and settled by arbitration in
     accordance with the rules of the American Arbitration Association. The
     venue for such arbitration shall be exclusively San Bernardino County, the
     State of California, and any award rendered shall be final and binding on
     each and all of the parties thereto and their successor-in-interest, and
     judgment may be entered thereon in any court having jurisdiction thereon.
     In any such proceeding, the Arbitrator shall be and hereby is empowered to
     render an award directing specific performance. Each individual party shall
     take responsibility for obligations pertaining to costs associated with
     their own legal representation.

18.  All notices among the parties hereto shall be in writing and shall be
     deemed duly served when personally delivered to another party or, in lieu
     of such personal service, when deposited in the United States mail,
     certified and return receipt requested, with first class postage prepaid
     thereon, addressed as set forth above, or in such other place as may be
     specified in any written notice given pursuant to this paragraph as the
     address for service of notice. All notices shall be delivered to the
     parties addresses as witnessed below.


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                  AGREEMENT between: Ingen Technologies, Inc. and Agroworx, Inc.


            Company:         Scott Sand, CEO & Chairman
                             Ingen Technologies, Inc.
                             285 E. County Line Rd.
                             Calimesa, CA 92320
                             (800) 259-9622
                             Tax ID No. 88-0429044

            Contractor:      Chris Wirth, CEO
                             AgroWorx, Inc.
                             1606 East Washington Street, Suite 346
                                Colton, CA 92324
                             909.422.0680
                             909.835.5700

19.  This Agreement shall be governed and construed in accordance with laws of
     the State of California.

     IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
     the date first set forth above and agree to all of the terms and conditions
     of this Agreement setforth herein.


     The Contractor:

             s/s                                  September 15, 2005
             ---------------------------------    ------------------
             Chris Wirth, CEO, Agroworx, Inc.           Date




     The Company:

             /s/ Scott Sand                       September 15, 2005
             ---------------------------------    ------------------
             Scott Sand, CEO                            Date



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                  AGREEMENT between: Ingen Technologies, Inc. and Agroworx, Inc.


                                    EXHIBIT-A

PURE PRODUCE(TM):

THE INGEN TECHNOLOGIES, INC. PURE PRODUCE(TM) FACILITY is designed to offer the
utmost in vegetable growth efficiency, without pesticides. The Agro-facility
will offer the most efficient use of water and energy conservation, while
offering the best insulator towards food security. More than 30% Pre-Tax Profit
can be expected.

The main competitive advantage of the facility is be able to deliver off-season,
high profit margin gourmet vegetables, herbs and edible flowers. The produce
grown can be customized for local consumption or be grown for specific export
markets.

INCREASING BOTTOM LINE INCOME IN 3 CORE SECTORS:

1.   CLEAN FRESH PRODUCE without dirt, disease, insects and pesticides. $15B/YR.
     & GROWING.

2.   NATURAL NUTRICEUTICALS: Increased useable biomass with continuous
     "laboratory like" conditions. $13B PER YEAR AND GROWING.

3.   PHARMACEUTICALS: (MOLECULAR FARMING) Increased useable pharmacology through
     genetic enhancement. This fledgling industry is about ready to produce a
     *New Big Bang* in the biotech industry. The idea is to use these molecular
     crops as biological factories to generate drugs difficult or expensive to
     produce in any other way. $100B MARKET BY 2015.

INITIAL LOCATION AND DEMOGRAPHICS:

The strategic location of the Southern California Inland Empire, offers another
competitive advantage in the fact it is a centralized HUB with a population of
over 15 million and growing (well over 1/3 of the nation).

THE COMPANY will own the facility and crops grown.

THE TECHNOLOGY ADVANTAGES:

AEROPONICS & BIOCONTROLS

o Low impact, (No fertilizer, & pesticides needed, with no effluent damage) o
Full Containment of effluent & ambient pollens o Rapid plant propagation,
(University & NASA proven) o Isolation (preventing cross contamination) o Offers
continual visualization and monitoring of biomass with 40% more dry
     biomass per harvest
o    Low labor rate for cultivation and harvesting



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