Exhibit 10.4
Ozolutions Inc.
Form 10-KSB

AGREEMENT made as of the 28th day of March 2002 by and between  Ozolutions  Inc.
maintaining  its  principal  offices at 30 Denver  Crescent,  Suite 200 Toronto,
Ontario  M2J 1G8  (herein  referred  to as  "Client"),  and  Monique  Del Medico
maintaining principal offices at 27 Long Island Crescent, West Hill, Ontario M1C
5E5 (herein referred to as "Business Consultant").

                                   WITNESETH:

WHEREAS  Business  Consultant  is  engaged  in the  business  of  providing  and
rendering  strategic  business  consulting  and  marketing  services and has the
knowledge,  expertise and  experience in the Canadian  marketplace to render the
requisite services to Client; and

WHEREAS Client is desirous of retaining  Business  Consultant for the purpose of
obtaining  business strategy,  marketing,  distribution and product promotion to
industrial,  commercial and  institutional  customers as to more effectively and
efficiently  present  its water  treatment  technologies  and  products to these
Canadian market sectors.

     NOW  THEREFORE,  in  consideration  of the mutual  covenants and agreements
contained herein, it is agreed as follows:

1.  Engagement  of  Business   Consultant.   Client  herewith  engages  business
consultant to render to Client business  strategy,  marketing,  distribution and
product promotion services.

     A. The business  consulting  services to be provided by Business Consultant
shall include,  but are not limited to the development and  implementation  of a
Strategic  Business  Plan which will  provide the  marketing,  distribution  and
product promotional  information and tactics to assist Client to achieve maximum
Canadian sales of its water treatment  products.  Particular emphasis will be on
institutional  customers  such as  hospitals,  schools and other  public  sector
buildings. Client acknowledges that the Business Consultant's ability to provide
desired results requires ongoing communication and information to be provided by
Client to Business Consultant.

     B. Client acknowledges that Business Consultant will devote such time as is
reasonably  necessary to perform the  services for Client  having due regard for
Business  Consultant's   commitments  and  obligations  for  which  it  performs
consulting services.

11. Compensation Reimbursement.

     A.  Client will pay  Business  Consultant,  as  compensation  for  services
provided for in this  Agreement  as follows.  Client will issue  700,000  common
shares of Ozolutions Inc. to Business Consultant.

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     Business  Consultant will be responsible for expenses  incurred during this
engagement.

Term and Termination.

     This agreement shall be for a period of nine (9) months commencing April 1,
2002 and  terminating  December 31,  2002.  Either party shall have the right to
terminate this Agreement upon thirty (30) days written notice to the other party
after the first sixty (60) days.

Treatment of Confidential Information.

     Business Consultant shall not disclose,  without the consent of Client, any
financial or business information  concerning the business,  affairs,  plans and
programs of Client provided by the client to Business  Consultant  provided such
information is clearly marked in writing by Client as being confidential.

Non-Assignment.

     This Agreement contains the entire agreement and understanding  between the
parties  and  supersedes  all prior  negotiations,  agreements  and  discussions
concerning the subject matter hereof.

IN WITNESS  WHEREOF,  THE PARTIES HAVE EXECUTED THIS Agreement as of the day and
year first written above.


OZOLUTIONS INC.

By:  /s/ Max Weissengruber, President           Date:  March 28, 2002


Monique Del Medico


By:  /s/ Monique Del Medico                     Date:  March 28, 2002


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