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Professional Office Rental Agreement - Form 2                       Page 1 of 4
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[Logo of Global Path]                   IDENTIFICATION BOX
Global Path Inc.     -----------------------------------------------------------
                      Landlord                Paul Miller

Office Use Agreement -----------------------------------------------------------
                      Company                 Swiss Medice, Inc.
                                              a corporation incorporated
                                              under the laws of the State
                                              of Delaware, U.S.A.
                     -----------------------------------------------------------
                      Commencement Date       July 1, 2003
                     -----------------------------------------------------------
This agreement is     Landlord Address for    Attention:  Paul Miller
made between the      Receipt of Notice       1502348 Ontario Inc.
Company and the                               85 George Street
Landlord named in the                         Toronto, Ontario, M5A 4L8
Identification Box
(the "Agreement")
                     --------------------------------------------------------
                      Company Address for     Attention:  Raghu Kllambi, CEO
                      Receipt of Notice       53 Yonge Street, 3rd Floor,
                                              Toronto, Ontario, M5E 1J3
                                              Phone:  (418) 868-0202
                     --------------------------------------------------------
                      Governing Law           Ontario
                      Jurisdiction
                     --------------------------------------------------------

FOR GOOD AND VALUABLE  CONSIDERATION,  the receipt and  sufficiency  of which is
hereby acknowledged, the parties to this Agreement agree as follows:

1.    OFFICE SPACE AND RELATED  SERVICES:  Landlord  will provide to Company the
      following:

            (1)   The  exclusive  use of the  office  space  located at 53 Yonge
                  Street,  3rd Floor,  Toronto,  Ontario,  M5E 1J3 (the  "Office
                  Space"),  for such  purposes  as are  appropriate  to both the
                  business of the  Company  and the nature of the Office  Space;
                  and

            (2)   Those   services   typically   provided  by  the  Landlord  in
                  connection  with the Office Space,  or similar office space in
                  the same building.

      (the "Office Rental").

      Landlord  will conduct its  operations  and provide the Office Rental in a
      professional manner in accordance with industry  acceptable  standards and
      practices.

2.    TERM:  The Office Rental will  commence,  and this  Agreement  will become
      effective,  on the Commencement Date Indicated in the  Identification  Box
      above and will  continue  in full force and effect for a period of one (1)
      year.


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                               Company Proprietary

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Professional Office Rental Agreement - Form 2                       Page 2 of 4
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3.    COMPENSATION:  Company will  compensate  Landlord for the Office Rental as
      set out in  Schedule  A attached  to this  Agreement.  With  regard to the
      receipt and disposition of any compensation provided by the Company to the
      Landlord and  governed now or in the future under any federal,  provincial
      or state law,  Landlord agrees to abide by any and all applicable laws and
      other statutory rules and  regulations  and, in particular,  the rules and
      regulations  of the  Securities  and  Exchange  Commission  and any  local
      authority.  In this  regard,  Landlord  indemnifies  and holds the Company
      harmless against all actions of the Landlord considered or deemed to be in
      contravention of any and all such laws, rules and regulations.

4.    CONFIDENTIALITY: Landlord recognizes and acknowledges that it has and will
      have  access to certain  written,  verbal  and  observable  propriety  and
      confidential  information,  ideas and trade secrets of the Company and its
      affiliates  and  related  parties  (the  "information").  In this  regard,
      Landlord agrees as follows, that:

      (1)   Landlord will not use or disclose,  directly or  indirectly,  any of
            the  information  or copy or  duplicate  in any manner any  document
            containing  such  information for any personal use or the use of any
            third  party,  during and after the  termination  of this  Agreement
            without  the  written  consent of the  Company,  except  information
            disclosed by the Landlord as follows:

            (a)   to directors, officers, or employees of the Company;

            (b)   the Landlord can  demonstrate was known by the receiving party
                  prior to disclosure; and

            (c)   is ordered by a court or government  authority to be disclosed
                  by the Landlord or the Company;

      (2)   Landlord will not use any  information  in the pursuit of Landlord's
            other  business  or  commercial  efforts  or  activities  outside of
            Landlords  efforts and  activities  in the  rendering  of the Office
            Rental on behalf of the Company; and

      (3)   upon receipt,  Landlord will immediately  deliver to the Company all
            copies of the  Information in its possession  which were given to or
            prepared by the Landlord or the Company as a result of the rendering
            of Office  Rental under this  Agreement  and the  disclosure  of the
            information.  If the Company  does  request  such  information,  the
            Landlord  may keep a summary of the  Information  only to enable the
            Landlord  to  identify  the  Information  which was  subject to this
            Agreement.

5.    AMENDMENTS:  To be effective, any amendment to the terms and conditions of
      this  Agreement  must be  mutually  agreed upon  writing  and  provided as
      indicated under clause 8 below.


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                              Company Proprietary

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Professional Office Rental Agreement - Form 2                       Page 3 of 4
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6.    NOTICE:  Any  notice  to be given  under  this  Agreement  must be made in
      writing and is deemed to have been received  after the date it is sent (a)
      on the fifth  business  day when sent by  regular  mail,  (b) on the third
      business day when sent by registered  mail, (c) on the second business day
      when sent by courier,  and (d) on the same day when sent by fax  providing
      proof of transmittal is provided. Each notice is to be addressed Private &
      Confidential to the respective party indicated in the  Identification  Box
      on Page 1 of this  Agreement or to such other  address as either party may
      advise by notice as provided in this Agreement.

7.    GOVERNING LAW: This agreement is governed by and constructed in accordance
      with the laws of the jurisdiction  named in the Identification Box on Page
      1 of this Agreement.

8.    COUNTERPARTS  AND FACSIMILE  SIGNATURE:  This Agreement may be executed in
      two or more counterparties, each of which shall be deemed an original, but
      all of which taken together shall  constitute one and the same instrument.
      Execution and delivery of this  Agreement by exchange of facsimile  copies
      bearing  the  facsimile  signature  of any party to this  Agreement  shall
      constitute a valid and binding execution and delivery of this Agreement by
      any  such  party.  Such  facsimile  copies  shall  constitute  enforceable
      original documents.


IN WITNESS WHEREOF, the parties confirm their agreement to be bound by the terms
of this Agreement as the Commencement Date written above by signing below.


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  Company       /s/Raghu Kilambi     Name and Title    Raghu Kilambi, CEO
                                     (please print(
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  Landlord      /s/Paul Miller                         Paul Miller

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                              Company Proprietary