PREFERRED MANUFACTURING AGREEMENT


         This Agreement is entered into on April 13, 2004 ("Effective Date") by
and between BROADATA COMMUNICATIONS, INC. ("Customer"), a California corporation
with its principal place of business at 2545 West 237th Street, Torrance,
California 90505 and CIRTRAN CORPORATION ("Cirtran"), a Nevada corporation with
its principal place of business at 4125 South 6000 West, Salt Lake City, Utah,
84128 (together "the Parties").


                                    RECITALS

A.                Customer designs and manufactures digital fiber optic
                  transmission products for distribution throughout the world.

B.                Cirtran is a contract manufacturer with capabilities to
                  manufacture and assemble printed circuit boards and complete
                  electro-optical products.

C.                Cirtran has been assembling printed circuit boards and other
                  electronic subassemblies of certain of Customer's products
                  using component kits supplied by Customer.

D.                Customer desires that Cirtran be its Preferred manufacturing
                  partner for all or portions of Customer's products,
                  responsible for procuring components as well as electronic and
                  mechanical assembly, and Cirtran is willing so act, subject to
                  the terms and conditions set forth herein.

         NOW THEREFORE, in consideration of the mutual covenants and conditions
contained herein and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, and intending to be legally bound,
the parties agree as follows:

1.   DEFINITIONS

         1.1 "Approved Vendor List" means Customer's Approved Vendor List,
         updated from time to time, which specifies vendors approved by Customer
         to supply materials specified in a Bill of Materials, and from which
         Cirtran may purchase or procure materials, a copy of which is to be
         attached as Exhibit A which may be revised in accordance with Section
         2.1.

         1.2 "Bill of Materials" shall mean the document specifying those
         components and materials required to manufacture the Products and to be
         provided by Customer as part of the Specifications.

         1.3 "Confidential Information" shall mean any information disclosed by
         Customer to Cirtran which is in written, graphic, machine readable or
         other tangible form and is marked "Confidential", "Proprietary" or in


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         some other manner to indicate its confidential nature. Confidential
         information may also include oral information disclosed by Customer to
         Cirtran pursuant to this Agreement, provided that such information is
         designated as confidential at the time of disclosure and is reduced to
         writing by Customer within a reasonable time (not to exceed thirty (30)
         days) after its oral disclosure, and such writing is marked in a manner
         to indicate its confidential nature and delivered to the receiving
         Party. Customer's Specifications, Customer Technology and Developments
         shall be deemed to be Confidential Information of Customer whether or
         not marked.

         1.4 "Engineering Change Order (ECO)" shall mean the document that
         details a change in the Specifications and/or design of a Product.

         1.5 "Excess Inventory" shall mean the quantity of components that are
         in Cirtran's possession on the referenced date, that exceed Customer's
         order requirements. Excess Inventory shall not include components
         purchased due to Cirtran's ordering errors, purchased to account for
         attrition in the manufacturing process or Products that fail to meet
         Customer's quality assurance guidelines.

         1.6 "Intellectual Property" shall mean all rights held by Customer in
         its Products and/or Confidential Information, including, but not
         limited to such Customer's patents, copyrights, authors' rights,
         trademarks, trade names, mask works, "know-how" and trade secrets,
         irrespective of whether such rights arise under U.S. or international
         intellectual property, unfair competition or trade secret laws.

         1.7 "Inventory" shall mean raw materials, supplies, and components that
         comprise Products pursuant to this Agreement.

         1.8 "Long Lead Time Components and Materials" shall mean components or
         raw materials used in the manufacture of the Products that require a
         longer lead time to procure than the lead times provided for in Section
         5.1 for the Products. The Long Lead-Time Components are listed on
         Exhibit B and may be updated from time to time by mutual agreement.

         1.9 "Minimum Order Components and Materials" shall mean the components
         and materials that are procurable only in minimum purchase quantities
         that exceed the quantities required for Customer's Purchase Orders.

         1.10 "Non-Cancelable, Non-Returnable (NCNR) Components and Materials"
         shall mean (i) Inventory listed on the Bill of Materials that is to be
         procured from suppliers that will not accept returns or cancellations
         once such inventory is ordered or (ii) Inventory that may not be
         returned because the right of return has expired.

         1.11 "Premium Charge" shall mean an additional charge mutually agreed
         upon in advance in writing by the Parties for a special service
         requested by Customer, including, but not limited to time worked


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         outside of normal business hours to fill expedited delivery dates or
         increases in orders, special material handling, storage, and
         re-inventorying.

         1.12 "Product" or "Products" shall mean the PCB assemblies and/or
         system level assemblies of Customer to be manufactured by Cirtran under
         this Agreement as set forth in Exhibit C to this Agreement, as such
         Exhibit may be modified from time to time by mutual agreement.

         1.13   "Purchase   Order"  shall  mean  a  Customer   Purchase   Order
         substantially in the form attached as Exhibit D.

         1.14 "Specifications" shall mean the written specifications provided by
         Customer to Cirtran for the manufacture and test of Products,
         including, but not limited to, the Approved Vendor List, Bill of
         Materials, current revision level number, drawings, documentation,
         manufacturing and test procedures, and schematics and performance.

         1.15 "Work" shall mean to procure materials and to engage in the
         manufacture, assembly and/or test of Products according to Customer's
         Specifications and to deliver such Products in accordance with
         Customer's purchase orders.

         1.16     "Exhibits" Exhibit A   Approved Vendor List
                             Exhibit B   Long Lead Time Components and Materials
                             Exhibit C   Products
                             Exhibit D   Form of Purchase Order
                             Exhibit E   Product Pricing
                             Exhibit F   Other Special Inventory
                             Exhibit G   NCNR Components and Materials
                             Exhibit H   Tooling and Equipment

2. MANUFACTURE, PREFERRED MANUFACTURER, PAYMENT, PRICE, TAXES, AND
SUBCONTRACTORS

2.1      Manufacture.

              (a) Manufacturing Preference: Customer manufactures a variety of
                  fiber optic transmission products to customers throughout the
                  world. Customer offers for sale more than 200 distinct
                  products through more than 50 distributors. Customer provides
                  its distributors with Price lists covering all of the products
                  and offers the distributor typical discounts from the list
                  price of 25% to 35%. Approximately 20% of these products
                  account for 80% of such product sales. In addition, Customer
                  has developed and sold certain advanced fiber optic products
                  including (i) SceenLink(TM), for sale to Movie theaters and
                  shopping centers, (ii) Concierge(TM) for sale to hotels and
                  convention centers, and (iii) Broadcast Platform, for sale to
                  domestic and foreign Broadcast Stations. Customer's Products,
                  as defined in Section 1.12 above, consist of (a) PCB


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                  assemblies and (b) system level assemblies. Customer desires
                  that Cirtran manufacture PCB assemblies and/or system level
                  assemblies and that Cirtran be its exclusive manufacturer for
                  the Products listed on Exhibit C, responsible for procuring
                  components as well as electronic and/or mechanical assembly,
                  and Cirtran is willing so act, subject to the terms and
                  conditions set forth herein. Accordingly, Customer will not
                  manufacture or cause third parties to manufacture any of the
                  Products (as listed from time to time on Exhibit C). In its
                  capacity as Customer's manufacturer for the Products, Cirtran
                  will be issued Purchase Orders for the Products listed in
                  Exhibit C herein. Notwithstanding the foregoing, in the event
                  Cirtran cannot manufacture all of Customer's needs for the
                  Products, Customer shall have the right to manufacture the
                  Products itself or contract with any other third party for the
                  manufacture of the Products which Cirtran cannot produce.

              (b) Purchase Orders: Customer will, from time to time issue
                  written purchase orders which specify all Work to be completed
                  and delivery time required by Customer's customer. Each
                  purchase order shall reference this Agreement and the
                  applicable written Specifications. Purchase orders will
                  normally be deemed accepted by Cirtran if Customer is not
                  informed of Cirtran's rejection within three (3) working days
                  of Cirtran's receipt thereof. Accordingly, Cirtran shall
                  notify Customer of rejection of any purchase order within
                  three (3) working days of receipt of such order and the
                  parties shall meet to discuss the reason for rejection. If the
                  problem cannot be resolved by the Parties, Customer has the
                  right to manufacture the Product itself or by a third party.
                  Within the scope of this Agreement, Customer may use its
                  standard purchase order form to release items, quantities,
                  prices, schedules, change notices, specifications, or other
                  notice provided for hereunder. The parties agree that the
                  terms and conditions contained in this Agreement shall prevail
                  over any terms and conditions of any purchase order,
                  acknowledgment form or other instrument. (See paragraph 12.7
                  "Order of Precedence"). Each Product will be tested in
                  accordance with the Specifications prior to shipment. Customer
                  and Cirtran will discuss the approval of vendors not on the
                  Approved Vendor List and any changes will be agreed upon in
                  writing.

              (c) Products to be manufactured: Within ten (10) days following
                  the execution of this agreement, the Parties will meet so that
                  Cirtran and Customer may mutually agree upon the initial
                  Products or subassemblies to be manufactured by Cirtran. In
                  selecting such Products or subassemblies, consideration will
                  be given to Cirtran's proposed price, Customer's typical
                  delivery requirements, availability of necessary tools and
                  test equipment at Cirtran and other factors. The initial
                  Customer products to be manufactured hereunder (each a
                  "Product" and collectively the "Products") will be listed on
                  Exhibit C. Whenever Customer desires a add a new product to


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                  its line, the Parties will meet so that Cirtran and Customer
                  may mutually agree whether the new products will be added to
                  Exhibit C as Products or subassemblies to be manufactured by
                  Cirtran under this Agreement. If Customer and Cirtran agree to
                  add such new products as Products hereunder, the additional
                  Product will be added to Exhibit C. For each Product or
                  revision thereof, written specifications shall include, but
                  are not limited to, bills of materials, schematics, assembly
                  drawings, process documentation, test specifications, test
                  procedures, current revision number, and/or approved vendor
                  list (hereinafter "Specifications") as attached hereto.

         2.2 Payment: Terms of payment shall be net 45 days from the date of
         invoice, payable in U.S. dollars. Invoices more than ten (10) days past
         due shall incur late charges at the rate of one percent (1%) per month.
         Cirtran will invoice Customer for a Product when the Product has been
         completed and Cirtran has provided Customer with the serial number of
         such Product and such additional information regarding the Product as
         the parties mutually agree upon ("Product Information").

         2.3      Price.

               (a) Initial Pricing: The price to Customer for the Products shall
               be  calculated  as follows  ("Pricing  Formula"):  (i)  Cirtran's
               estimated cost of components and materials  (with  component cost
               based  on  estimated   annual  usage)  plus  10%,  plus  (ii)  an
               electronics  assembly  fee of $.07 per  component,  plus (iii) an
               hourly  charge for  mechanical  assembly  and  testing and manual
               assembly  at the rate of $18.00 per hour.  No other  costs may be
               included in the Pricing Formula by Cirtran. To the extent Cirtran
               uses any  components in the Products as components  for its other
               customers,  Cirtran  will factor its savings from volume into the
               price  of  the  components  used  in the  Products.  As  soon  as
               practicable  after  execution of this  Agreement,  Customer  will
               disclose to Cirtran,  its current source and standard price based
               on volume and quantity (in a mixed surface mount and through-hole
               basis) of components and materials.  Upon  verification  that the
               components  and  materials  are  available  to it at  that  cost,
               Cirtran  will issue a price  quote  utilizing  such costs and the
               Pricing Formula  described above.  When the parties have mutually
               agreed on the amounts  included in the Pricing Formula it will be
               set forth in a Pricing  Exhibit to be attached  hereto as Exhibit
               E. The actual price ("Price") for the Products  determined  using
               the Pricing  Formula  shall be determined by Cirtran upon receipt
               of a Purchase  Order and  Cirtran  shall  notify  Customer of the
               Price  within five (5) working  days after  receipt of a Purchase
               Order.  If the Price of a Product has  increased,  Customer  will
               have two (2) working  days after the date of such notice in which
               to cancel the Purchase Order without any penalty.

              (b) Pricing Reviews: The cost and source of components used in


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                  determining the Price is to be formally reviewed by the
                  Parties at the start of each calendar quarter and, after a
                  good faith negotiation, such costs and sources will be
                  adjusted by mutual agreement in writing including an effective
                  date of the adjusted price and the Pricing Exhibit shall be
                  updated to reflect the adjustment. Such adjustment shall take
                  into account market fluctuations in component prices, Product
                  purchase volume increases or decreases, manufacturing cost
                  saving measures taken by Cirtran, cost saving engineering
                  changes implemented by Customer, and such other factors
                  reasonably impacting the costs of performing the Work. In the
                  event that following a quarterly review Cirtran and Customer
                  are unable to reach agreement upon an adjusted Price for any
                  Product, the Price will continue to be established in
                  accordance with the Pricing Formula.

              (c) Cost Reductions: With respect to any manufacturing changes
                  implemented by Cirtran that result in a reduction in cost,
                  Cirtran will receive one hundred percent (100%) of the
                  demonstrated price reduction for ninety (90) days after the
                  first shipment following implementation of the change as
                  compensation for its implementation and then transfer the
                  price reduction 100% to Customer. On implementation of
                  Customer initiated engineering changes that result in changes
                  to the cost of the Products, the Customer will receive one
                  hundred percent (100%) of the demonstrated price reduction
                  minus the costs of implementation pre-approved by Customer.

         2.4 Taxes: Customer shall, in addition to prices specified herein, pay
         any sales, use, excise or similar tax attributable to the sale of the
         Products, or in lieu thereof, provide Cirtran with a tax exemption
         certificate acceptable to the taxing authorities.

         2.5 Testing Failures: With respect to Products manufactured according
         to the Specifications but which nevertheless experience testing
         failures, Customer and Cirtran shall meet and use reasonable efforts to
         determine the cause of such failures and resolve such failures.
         Customer shall only be required to pay for any Products which
         experience testing failures if the failure is determined to be the
         result of the Specifications provided by Customer, but shall not be
         required to pay for any Products which experience testing failures
         determined to be caused by manufacturing or assembly by Cirtran.

         2.6 Subcontractors: The Work may be performed in part, by third parties
         selected by Cirtran ("Subcontractors") but only subject to prior
         written approval by Customer, which shall not unreasonably be withheld.
         Such Subcontractors shall be subject to a written agreement containing
         the material provisions of this Agreement, including without
         limitation, the confidentiality provisions hereof and naming Customer
         as a third party beneficiary under such agreement. Cirtran guarantees
         the performance of Subcontractors under this Agreement as if they were
         party to this Agreement.

         2.7 Credit: Cirtran shall extend to Customer a credit limit of up to
         $750,000 during the term of this Agreement. In the event that


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         Customer's outstanding accounts exceed such credit limit, Cirtran may
         suspend production and shipments until Customer makes payments to
         eliminate any past due amounts and either (i) makes payments to bring
         the outstanding balance below the applicable credit limit; or (ii)
         provides a letter of credit or other security for payment acceptable to
         Cirtran in Cirtran's reasonable judgment.

3.   COMPONENTS, WARRANTY AND RETURNS

         3.1 Consigned Materials: Upon reasonable notice to Cirtran and upon the
         execution of an appropriate agreement, Customer may supply consigned
         materials to Cirtran ("Consigned Materials"). Customer shall take
         reasonable measures to ensure that all Consigned Materials shall be
         delivered to Cirtran in sufficient time and in sufficient quantities,
         taking into account customary attrition levels, to allow Cirtran to
         meet scheduled delivery dates for the applicable Products. Customer
         shall take reasonable measures to ensure that all Consigned Materials
         shall be in good condition, meet Product Specifications, be packaged in
         a readily usable format, and be free of any defects or deficiencies.
         Customer shall retain title to Consigned Materials and Cirtran shall
         not be obligated to purchase any Consigned Materials. Premium Charges
         may apply in the event of late delivery of Consigned Materials, or the
         delivery of defective or incorrectly formatted Consigned Materials,
         subject to Customer's prior written approval. Except with respect to
         Consigned Materials, all components, other materials and equipment
         required in connection with the Work will be acquired or supplied by
         Cirtran pursuant to the Specifications. Cirtran shall bear the risk of
         loss for Consigned Materials that are in Cirtran's care or custody.

         3.2 Cirtran Warranty: Cirtran warrants to the Customer that the
         Products when delivered by Cirtran shall conform to the then current
         Specifications and be free from defects in workmanship for a period of
         two (2) years from the date of shipment to Customer's designated
         location. Any Products that do not meet the foregoing warranty shall be
         repaired or replaced at Cirtran's sole option and expense, within ten
         (10) business days of receipt by Cirtran of the returned Product;
         provided that (i) Customer obtains a Return Material Authorization
         ("RMA") from Cirtran prior to returning the Products, (ii) the Products
         are returned within two (2) years of the date the Product was delivered
         to Customer's designated location, and (iii) a failure analysis shall
         accompany the Product. Such warranty shall not apply if Customer or its
         customer alters, misuses, neglects, or abnormally stresses the
         Products. With respect to any components acquired or supplied by
         Cirtran that are incorporated into the Products other than with respect
         to workmanship or handling of the components by Cirtran, Cirtran makes


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         no representation or warranty, except that Cirtran agrees to pass
         through to Customer the warranty, if any, originally provided to
         Cirtran by the manufacturer of such components. Cirtran agrees to use
         its best commercial efforts to ensure that such warranties may be
         passed through to Customer.

         3.3      Representations and Warranties.

              (a) By Customer: Customer represents and warrants to Cirtran that
                  (i) it has the right to provide Cirtran with Consigned
                  Materials, (ii) to the best of Customer's current knowledge,
                  the Customer's Intellectual Property provided to Cirtran
                  hereunder, including without limitation, the Specifications,
                  does not infringe the proprietary rights of any third party,
                  and (iii) Customer has the right and power to enter into this
                  Agreement.

                  CUSTOMER MAKES NO OTHER REPRESENTATIONS OR WARRANTIES WITH
                  RESPECT TO THIS AGREEMENT AND DISCLAIMS ALL OTHER WARRANTIES,
                  EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF
                  MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR
                  ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE.

(b)               By Cirtran: Cirtran represents and that (i) the methods and
                  processes employed by Cirtran in manufacturing the Products
                  (other than those specifically required by the Specifications)
                  shall not violate the trade secrets or other proprietary
                  rights of a third party, (ii) the Product shall be delivered
                  free of any liens or encumbrances, and (iii) it has the right
                  and power to enter into this Agreement.

                  EXCEPT FOR THE WARRANTIES IN SECTIONS 3.2 AND THIS SECTION
                  3.3(b), CIRTRAN MAKES NO OTHER WARRANTIES, EXPRESSED OR
                  IMPLIED, WITH RESPECT TO THE COMPONENTS, PRODUCTS OR ANY
                  SERVICES PROVIDED UNDER THIS AGREEMENT, AND DISCLAIMS ALL
                  OTHER WARRANTIES INCLUDING THE WARRANTIES OF MERCHANTABILITY,
                  FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR
                  ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE.

              (c) Indemnity: Each party agrees to indemnify the other party and
                  hold the other party harmless from and against any and all
                  losses, liabilities, damages, expenses and costs (including
                  attorneys' fees and court costs) arising from a third party
                  claim directly resulting from breach or alleged breach of the
                  indemnifying party's representations, warranties or covenants
                  contained in this Agreement or incurred in the settlement or
                  avoidance of any such claim. This indemnity shall not apply
                  (i) if the indemnified party fails to give the indemnifying
                  party prompt notice of any such claim or threatened claim and


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                  such failure materially prejudices the indemnifying party, and
                  (ii) unless the indemnifying party is given the opportunity to
                  assume full control of the defense or settlement and the
                  indemnified party provides reasonable assistance. Furthermore,
                  if the indemnified party assumes such control, it shall only
                  be responsible for the legal fees and litigation expenses of
                  the attorneys it designates to assume control of the action.

                  Customer agrees that, if notified promptly in writing and
                  given the opportunity to assume full control of the defense or
                  settlement, it will defend Cirtran from any claim or action
                  and will hold Cirtran harmless from any third party loss,
                  damage or injury, including death, which arises from any
                  alleged defect of Customer's design or manufacturing
                  Specifications of any Products or from Customer's negligence
                  or willful misconduct. Similarly, Cirtran agrees that, if
                  notified promptly in writing and given the opportunity to
                  assume full control of the defense or settlement, it will
                  defend Customer from any claim or action and will hold
                  Customer harmless from any third party loss, damage, or
                  injury, including death, which arises from any alleged
                  workmanship defect of any Products or otherwise from Cirtran's
                  performance of the Work hereunder, or from Cirtran's
                  negligence or willful misconduct.

         3.4 Odd Units: The Parties acknowledge and agree that Customer may from
         time to time, request in writing the manufacture and testing of first
         articles, prototypes, pre-production units, test units or other similar
         products ("Odd Units"). Cirtran makes no representations or warranty as
         to Odd Units identified as such by Customer and assumes no liability
         for or obligation for such Odd Units related to yield, performance,
         accuracy, specifications, defects of or due to (i) fixtures, designs or
         instructions produced or supplied by Customer, (ii) Consigned
         Materials, (iii) components or other equipment from any vendor on the
         Approved Vendor List or (iv) printed circuit boards or any other
         Customer designated components that are manufactured pursuant to
         Customer's Specifications.

         3.5 Repair: At Customer's request, Cirtran will perform repair work on
         out-of-warranty Products pursuant to terms and conditions to be set
         forth in a separate written agreement.

         3.6 Source Inspection: Upon request from Customer, and with at least
         three (3) business days notice and during normal business hours,
         Cirtran will grant access to its manufacturing facilities to Customer's
         inspectors. Customer's inspectors shall have the right to do time
         studies to verify that the Pricing Formula's are accurate and to
         examine Cirtran's purchasing records to insure that the component costs
         are accurate. Such inspection and any related testing might take place
         prior to the shipment of Customer's Products.

         3.7 Customer Support: Cirtran shall provide to Customer at no cost
         office space, telephone services and access to office equipment and


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         supplies reasonably necessary to support Customer personnel at
         Cirtran's factory for the purpose of understanding the manufacturing
         processes of the Product.

4.   PROPRIETARY MATERIALS

         4.1 Delivery of Technology. Customer shall provide to Cirtran,
         Customer's proprietary information necessary for the assembly and
         testing of the Products ("Customer Technology") solely for the purpose
         of performing the Work pursuant to Purchase Orders issued by the
         Customer. All Customer Technology is and shall remain the property of
         the Customer and Cirtran is not granted any license under such Customer
         Technology. Cirtran shall not be provided with or have the right to use
         the source code form of any software provided to Cirtran by Customer.

         4.2 Rights in the Product. The Intellectual Property rights in and to
         the Products are owned by the Customer and are protected by United
         States and international copyright and patent laws and treaty
         provisions. This Agreement does not constitute a sale and does not
         transfer to Cirtran any title or ownership interest in or to the
         Products or any patent, copyright, trade secret, trade name, trademark,
         or other proprietary or Intellectual Property rights related to the
         Products. Except for the rights expressly granted herein, Customer
         retains all of its right, title and interest to and to the Products and
         to any modifications, improvements, reports, designs, inventions,
         specifications or other materials developed in connection with
         Cirtran's manufacture of the Products and all Intellectual Property
         rights therein (collectively, "Developments") prepared by Customer.

         4.3 Confidential Information. Cirtran agrees that neither it nor any of
         its employees will use for their own account (except as expressly
         permitted under this Agreement) or for the account of any third party
         or disclose to any third party any Confidential Information of the
         other party. The parties understand, however, that Confidential
         Information shall not include any information which the other party can
         demonstrate was (a) generally known and available in the public domain
         at the time of disclosure, (b) known to the receiving party prior to
         disclosure, or (c) hereafter rightfully furnished to the receiving
         party by a third party without restrictions or disclosure and without
         breach of confidentially restriction. Cirtran agrees that it will use
         all reasonable efforts to protect the secrecy of and avoid disclosure
         or unauthorized use of Confidential Information of the other Party,
         which measures shall include the highest degree of care that such party
         utilizes to protect its own confidential information of a similar
         nature.

5.   PURCHASE ORDER COMMITMENTS, SCHEDULE CHANGE CANCELLATION, AND INVENTORY

         5.1 Non Binding Forecasts: Every month Customer will send to Cirtran a
         non-binding rolling forecast of their next 3 months demand for each

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         Product. Cirtran and Customer shall arrange for their representatives
         to meet, in person or by conference call, at least once per month to
         discuss the forecast, Customer's rolling purchase order and other
         scheduling matters.

         5.2      Purchase of Materials.

               (a) Long  Lead-Time  Components.  The parties may mutually  agree
               upon a list of Long  Lead-Time  Components  and  Materials  to be
               attached as Exhibit B. Thereafter,  Cirtran will provide Customer
               with any  updates to the list of Long  Lead-Time  Components  and
               Materials.  Customer shall review such list on a quarterly  basis
               and, following such review, the parties shall agree in writing on
               which  Long  Lead  Time  Components  and  Materials  Cirtran  may
               purchase on behalf of Customer in  accordance  with this  Section
               5.2  Cirtran  may  purchase  Long Lead Time  Components  based on
               Customer's  Forecast but in quantities no greater than  necessary
               to  fill  orders  projected  in  Customer's  Forecast  and not in
               advance of the lead time actually  necessary to enable Cirtran to
               fill the projected orders identified in the Forecast.

              (b) Other Special Inventory. Only upon written approval from
                  Customer, Cirtran will be authorized to purchase inventory
                  beyond the amount necessary to fill accepted Purchase Orders
                  as follows: (i) inventory purchased in quantities above the
                  required amount in order to achieve price targets ("Economic
                  Order Inventory"); and (ii) Minimum Order Components and
                  Materials which shall be mutually agreed upon and set forth on
                  Exhibit F. Economic Order Inventory, Minimum Order Components
                  and Materials and Long Lead Time Components together are
                  called "Special Inventory." The parties shall review the
                  mutually agreed upon Special Inventory on a quarterly basis
                  and update the applicable Exhibits. Cirtran will utilize any
                  excess Special Inventory on a "first in-first out" basis prior
                  to ordering additional Special Inventory. Cirtran will
                  purchase material on behalf of Customer only upon receipt of a
                  hardcopy or electronic Purchase Order, except for Special
                  Inventory, which Cirtran may purchase as discussed above. If,
                  based on a change in Customer's forecasts or needs, previously
                  purchased Special Inventory may no longer be utilized in the
                  Products, Cirtran will use best efforts to utilize any such
                  Special Inventory for its other customers.

              (c) NCNR Components and Materials. The parties will mutually agree
                  upon a list of NCNR Components and Materials and set forth
                  such list as Exhibit G; provided that inclusion of NCNR
                  Components and Materials on Exhibit G will not be unreasonably
                  withheld. Thereafter Cirtran will provide Customer with
                  quarterly updates to the list and after review, the parties
                  shall mutually agree upon revisions to Exhibit G.

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              (d) Engineering Changes. Customer will notify Cirtran in writing
                  of material and engineering changes to be implemented
                  indicating the proposed date of such changes, including
                  appropriate specifications and updated drawing revisions and
                  specifying the change as mandatory or production convenient.
                  Cirtran will acknowledge receipt of such ECO in writing
                  ("Engineering Change Notice"). Cirtran shall review the ECO,
                  determine the cost, schedule effects, Inventory effects and
                  related issues resulting from implementing the change within
                  three (3) business days ("Cirtran Response"). Customer shall
                  provide a written acceptance or rejection of the Cirtran
                  Response within three (3) business days from receipt. Cirtran
                  shall not implement the change until it receives from Customer
                  a written authorization to implement the Engineering Change
                  Notice indicating the date of implementation ("Authorization
                  to Implement"). Upon receipt of an Authorization to Implement,
                  Cirtran shall take all action necessary to reduce any
                  liability of the parties for NCNR Components and Materials.
                  Customer shall pay Cirtran for its actual costs plus a mark-up
                  of 10%, or such lesser amount as the parties may mutually
                  agree upon (the "Mark-up") of Inventory which would become
                  obsolete as a result of such change existing as of the date of
                  implementation specified in the Authorization to Implement,
                  whereupon Customer shall take title to such obsolete Inventory
                  and Cirtran shall deliver such obsolete Inventory to Customer
                  or otherwise dispose of such obsolete Inventory in accordance
                  with Customer's instructions. Upon receipt of the
                  Authorization to Implement, Cirtran shall implement
                  immediately or on the next unreleased order the change
                  specified in the Authorization to Implement subject to
                  material availability and to mutual agreement of any resulting
                  cost.

         5.3 Inventory of Finished Products. Upon completion of manufacture of
         the Products, if Customer has not provided shipping instructions to
         Cirtran, at Customer's written request, Cirtran shall hold such
         finished Products ("Finished Product Inventory") in an appropriate
         storage facility. Cirtran shall properly insure such Products and shall
         bear the risk of loss for any Product located in such storage facility.
         Such storage may be subject to a Premium Charge to be determined on a
         case by case basis and subject to Customer's prior written approval.

         5.4 Schedule Change. Customer may change the quantity of Products or
         their delivery date as contained in any accepted Purchase Order only
         with Cirtran prior written consent, which shall not be unreasonably
         withheld. Customer acknowledges that a Premium Charge may be incurred,
         subject to Customer's prior approval. In the event of quantity
         increases Cirtran will use best efforts and worldwide procurement
         resources to fill such orders. If meeting a schedule increase would
         result in costs in excess of the costs agreed upon pursuant to Section
         2.3, Cirtran will provide the Premium Charge to the Customer in writing
         for approval in advance.

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<PAGE>

         5.5  Cancellation.  In the event  the  Customer  wishes to cancel  any
         order, the cancellation shall be in writing.

              (a) Within 30 calendar days from the scheduled delivery date
                  orders shall be non-cancelable.

              (b) More than 30 calendar days prior to of the scheduled delivery
                  date, Customer may cancel orders and Cirtran shall make
                  reasonable commercial efforts to (i) return components which
                  were to be used to fill cancelled orders to the supplier of
                  the components or otherwise utilize any such components; or
                  (ii) cancel Cirtran's order for such components; or (iii) at
                  Customer's option, carry such components in Inventory for
                  utilization in future orders subject to the charges described
                  in Section 5.5(c).

              (c) Components carried in inventory pursuant to Section 5.5 (b)
                  above along with any Special Inventory and NCNR Components and
                  Materials which is reasonably allocable to Products that are
                  the subject of canceled orders (based on previous allocations
                  of Special Inventory and NCNR Components and Materials to
                  Product orders) ("Cancellation Excess Inventory") will be
                  reviewed on a monthly basis and identified by using Cirtran's
                  MRP system INFIMACS II Excess Inventory Dollar Report. Cirtran
                  may charge a fee of Five percent (5%) per month for on-hand
                  Cancellation Excess.

              (d) Cirtran shall provide Customer with a list of restocking
                  charges, "bill-backs", cancellation charges or any other
                  charges that would be incurred by Cirtran in returning
                  components and materials to suppliers that had been purchased
                  in support of Customer Purchase Orders of Products. Customer
                  may elect to have Cirtran return the components and materials
                  and shall pay all such charges plus the applicable Mark-up
                  charge as set forth in Exhibit E, or to purchase the
                  components and materials from Cirtran at cost plus ten percent
                  (10%).

              (e) Cirtran shall use its best efforts to minimize cancellation
                  charges by returning inventory and material for credit,
                  canceling material on order, applying material to other
                  Cirtran business, and minimizing all work-in-process and
                  finished goods to support the final production schedule. Upon
                  payment of the purchase price for the components and materials
                  described in the last sentence of Section 5.5(d) above
                  relating thereto, all NCNR Components and Materials at Cirtran
                  or on order shall be delivered to Customer if so requested and
                  upon payment of such purchase price plus the electronics and
                  mechanical assembly fees, all finished goods inventory of
                  Products and work-in-process shall be delivered to Customer if
                  so requested.

         5.6 Special Tooling and Non Standard Test Equipment. Customer will
         provide to Cirtran any special tooling and non-standard test equipment


                                       13
<PAGE>

         as set forth by Customer in Exhibit H to be prepared by Customer and
         attached to this Agreement and which shall be update from time to time
         ("Tooling"). Any such Tooling and non standard test equipment supplied
         by Customer shall remain the property of Customer and will be only used
         to supply Product to Customer. All standard tools and test equipment
         which can be purchased commercially will be provided by Cirtran.

6.   SHIPPING

               Cirtran shall ship Products FOB West Valley City, Utah. Cirtran
      shall deliver Products in accordance with the requested delivery dates as
      specified on Customer's Purchase Orders. Cirtran shall deliver Products to
      Customer or drop ship Products to other locations identified by Customer
      in accordance with detailed shipping instructions to be provided by
      Customer. Cirtran shall ship Products within two business days from
      receipt of Customer's shipping instructions if finished Products are
      available in Cirtran's inventory or within two business days from
      completion of the manufacture of the required quantity of the Product if
      insufficient quantities of finished Products are in inventory. Each
      shipment shall contain certified copies of test data with the signature of
      the test technician. Upon learning of any potential delays Cirtran shall
      immediately notify the Customer in writing as to the cause and extent of
      any such delay and Cirtran's plan to remedy or reduce such delay. All
      Products delivered pursuant to the terms of this Agreement shall be
      suitably packed for shipment in the Customer's specified and approved
      shipping containers, marked for shipment to the destination specified in
      the applicable Purchase Order or shipping instructions and delivered to a
      carrier or forwarding agent. At Customer's request and expense, Cirtran
      will arrange for shipment of Products by preferred carrier(s) specified
      from time by time by Customer. Such shipment will be F.O.B. Cirtran's
      facility in West Valley City, Utah, at which time risk of loss and title
      will then pass to Customer. The Customer will pay for all freight,
      insurance, and other shipping expenses, as well as any special packaging
      expenses not included in the Price for the Products. Cirtran will provide
      shipping confirmation to Customer within twenty-four (24) hours of
      shipment, listing all pertinent information to enable Customer to invoice
      Customer's own customers for such shipments, including without limitation,
      for each shipment quantity shipped, description and serial numbers of the
      Product, date of shipment and ship to destination.


7.   TERM AND TERMINATION

         7.1 Term. This Agreement shall be for an initial term of thirty (36)
         months, and shall continue thereafter on a month to month basis unless
         terminated by either party on written notice. Any month to month
         termination pursuant to the preceding sentence shall be effective on
         the later of (i) thirty days after the date of the notice, or (ii) the
         date that CUSTOMER completes its purchases pursuant to all orders
         outstanding at the date of the notice.




                                       14
<PAGE>

         7.2      Termination. This Agreement may be terminated by either party:

              (a) For Cause. This Agreement may be terminated by a Party for
                  cause immediately by written notice upon the occurrence of any
                  of the following events:

                    (i)  If  the  other  ceases  to do  business,  or  otherwise
                    terminates its business operations; or

                    (ii)If the other  breaches  any  material  provision of this
                    Agreement  and fails to cure such breach  within thirty (30)
                    days of written notice describing the breach; or

                    (iii) If the other seeks liquidation under any bankruptcy or
                    receivership  proceedings,  or if  any  such  proceeding  is
                    instituted  against  such  party  and not  dismissed  within
                    ninety (90) days.

                    (iv)If  the  other  party  defaults  in any  payment  to the
                    terminating  party and such default continues without a cure
                    for a period of ten (10) days after the  delivery of written
                    notice thereof by the terminating party to the other party.

         7.3 Effect of Termination and Survival. Sections 3.2, 3.3, 4.2, 4.3, 7,
         8, 9, 10, 11, 12, and all payment obligations incurred prior to
         termination shall survive. Upon termination of the Agreement, Customer
         shall pay Cirtran's actual cost plus the applicable Mark-up and take
         title to all Excess Inventory. Upon termination Cirtran will return all
         Special Tooling and non-standard test equipment supplied by Customer
         and shall return or destroy, at Customer's option, all Customer
         Confidential Information in the possession of Cirtran's or its
         subcontractors.

8.   LIABILITY LIMITATION

     NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS OR
     FOR ANY CONSEQUENTIAL, INDIRECT OR SPECIAL DAMAGES ARISING OUT OF THIS
     AGREEMENT ON ANY THEORY OF LIABILITY INCLUDING UNDER ANY CONTRACT,
     NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE


9.   RELATIONSHIP OF PARTIES

              The relationship between the parties to this Agreement is that of
     independent contractors and this Agreement does not create a general
     agency, joint venture, partnership, employment relationship, or franchise
     between Cirtran and Customer. Each Party assumes full responsibility for
     employees, agents or other personnel assigned by it to perform work
     pursuant to this Agreement, regardless of their place of work, and shall be
     solely responsible for payment of salary, including withholding of federal
     and state income taxes, social security, worker's compensation etc.



                                       15
<PAGE>

10.  DISPUTE RESOLUTION

         10.1 Binding Arbitration. Any controversy or claim between the parties
         hereto arising out of this Agreement shall be settled by binding
         arbitration in accordance with the Commercial Arbitration Rules of the
         American Arbitration Association then in effect. The arbitration shall
         be conducted in Los Angeles County, California, before the American
         Arbitration Association In the event of a disagreement as to the
         selection of an arbitrator; the presiding Judge of the Superior Court
         having jurisdiction to enforce the arbitration award shall select the
         arbitrator. Judgment on the award that arbitrator renders may be
         entered in any court having jurisdiction over the parties. Each party
         shall pay one half of the cost of the Arbitration.

         10.2 Attorney's Fees. The prevailing party in any legal action or
         proceeding to enforce this Agreement shall be entitled to recover from
         the unsuccessful party its reasonable attorney's fees and all other
         costs incurred in connection with such proceeding or the enforcement of
         the Agreement.

11.   FORCE MAJEURE

               Neither party to this Agreement shall be liable for its failure
      to perform any obligations under this Agreement if such performance is
      prevented or delayed or due to causes beyond its reasonable control,
      including without limitation, fires, floods, earthquakes, accidents, Acts
      of God, governmental laws or regulations.

12.  MISCELLANEOUS

          12.1 Governing  Law. This Agreement  shall in all respects be governed
          by and  constructed  in  accordance  with  the  laws of the  State  of
          California, excluding that body of laws known as conflict of laws.

         12.2 Assignability. Neither party may assign this Agreement without
         prior written consent of the other party, which consent shall not be
         unreasonably withheld, provided that either party may assign this
         Agreement to a party that succeeds to all or substantially all such
         party's business or assets relating to this Agreement, whether by sale,
         merger, operation of law or otherwise.

         12.3 Amendment and Waiver. Except as otherwise expressly provided
         herein any provision of this Agreement may be amended and the
         observance of any provision of this Agreement may be waived (either
         generally or in any particular instance and either retroactively) only
         with the written consent of the parties. This Agreement shall be
         controlling over additional or different terms of any purchase order,
         confirmation, invoice or similar document. A waiver by any party of any
         term or condition of this Agreement in any one instance shall not be


                                       16
<PAGE>

         deemed or construed to be a waiver of such term or condition for any
         similar instance in the future or of any subsequent breach hereof.

         12.4 Notice. All notices hereunder shall be sufficiently given for all
         purposes hereunder if in writing and delivered personally, sent by
         document, overnight delivery service or, to the extent receipt is
         confirmed, sent by facsimile transmission to the number below.

              Notice to Cirtran addressed to:

              Cirtran Corporation
              4125 South 6000 West
              West Valley City, Utah 84128
              Attention: Iehab Hawatmeh
              Fax: 801-963-5180

              Notices to Customer shall be addressed to:

              Broadata Communications, Inc.
              2545 West 237th Street
              Torrance, California 90505
              Attention: Burt Walker
              Fax: 310-530-5958

              or at such other address and to the attention of such other person
              as either party may designate by written notice to the other.

         12.5 Entire Agreement. This Agreement supersedes all proposals, oral or
         written, all negotiations, conversations, or discussions between or
         among parties relating to the subject matter of this Agreement and all
         past dealing or industry custom.

         12.6 Severability. If any provision of this Agreement is held to be
         illegal or unenforceable, that provision shall be limited or eliminated
         to the minimum necessary so that this Agreement shall otherwise remain
         in full force and effect and enforceable.

         12.7 Other Terms, Order of Precedence. In the event of any
         inconsistency between this Agreement, or other documentation relating
         to the purchase of the Products, the order of precedence shall be:

              (a) This Agreement,
              (b) Customer Purchase Order
              (c) Cirtran Order Acceptance


         12.8 Public Release of information: Cirtran shall not, without the
         prior written consent of Customer, make any news release or public
         announcement concerning this Agreement or any future Agreements.


                                       17
<PAGE>

         Cirtran shall extend this restriction to lower-tier subcontractors
         involved in the performance of this Agreement or future Agreements.


         12.9 Cirtran Contacts with Buyer's Customers: Customer shall be
         responsible for all liaison and communications with Customer's
         customer. Cirtran shall not communicate with Customer's customer
         regarding this Agreement unless authorized to do so in writing by
         Customer.

         12.10 Release of Liens: All materials or articles delivered and labor
         performed under this Agreement shall be free of all liens and, if
         Customer requests, a proper release of all liens or satisfactory
         evidence of freedom from liens shall be delivered to Customer.


IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year, first above written.

         "CUSTOMER"                                  "CIRTRAN"

         /s/ Burt Walker                             /s/ Iehab Hawatmeh
         --------------                              ---------------
         Burt Walker                                 Iehab Hawatmeh
         CEO and President                           CEO and President


                                       18
<PAGE>



                        EXHIBIT A - APPROVED VENDOR LIST






                                       19
<PAGE>


               EXHIBIT B - LONG LEAD TIME COMPONENTS AND MATERIALS







                                       20
<PAGE>

                              EXHIBIT C - PRODUCTS












                                       21
<PAGE>


                       EXHIBIT D - FORM OF PURCHASE ORDER







                                       22
<PAGE>

                           EXHIBIT E - PRODUCT PRICING







                                       23
<PAGE>

                       EXHIBIT F - OTHER SPECIAL INVENTORY







                                       24
<PAGE>

                    EXHIBIT G - NCNR COMPONENTS AND MATERIALS








                                       25
<PAGE>


                        EXHIBIT H - TOOLING AND EQUIPMENT






                                       26