Project
Order #1

    


    Statement
of Work #1.12

    


    Submitted
by

    


    

     

    
      
        
          
            
              
                	 	
                        Extranome,
      Inc.

                      
	 	
                        253 Warren
      Avenue

                      
	 	
                        Fort Lee, NJ
      07024

                        Phone:
      201 969-1651

                      
	 	
                        Fax:
      201 969-1651

                      
	 	 
      
	 	
                        October
      1, 2009

                      
	 	 
      


              

            

          

        

      

    

     

     

    
      

    

    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      Baeta
Corp – Project Order #1 Statement Of Work

    

    
      
        

      



    Table of
Contents

    


    
      
        
          	
                  1

                	
                  Statement
      of Work

                	
                  3

                
	
                  2

                	
                  Scope
      of work

                	
                  3

                
	
                  3

                	
                  Expectations
      from Vendor

                	
                  4

                
	
                  4

                	
                  Expectations
      from Client

                	
                  4

                
	
                  5

                	
                  Intellectual
      Property

                	
                  5

                
	
                  6

                	
                  Change
      Management

                	
                  5

                
	
                  7

                	
                  Plan
      and Schedule

                	
                  5

                
	
                  8

                	
                  Pricing

                	
                  6

                
	
                  9

                	
                  Terms
      and Conditions

                	
                  6

                
	
                  10

                	
                  Support
      Files

                	
                   

                


        

      

    

    
       

      
        
 Extranime, Inc
Proprietary – Confidential

    

    Page 2 of 6

    
      


      
        
           

        

        
           

          
            

          

        

        
           

        

      

       

      Baeta
Corp – Project Order #1 Statement Of Work

    

    
      
 

    
      
        	
                1 

              	
                Statement
      of Work

              


      

    

     

    This
Statement of Work for Project Order #1 (“Project Order #1”) is
made and entered into as of this 1st day of
November 2008 (the “Effective Date”), by and between Extranome Inc. (hereinafter
referred to as "Vendor"), and Baeta Corp, (hereinafter referred to as
“Client”) (collectively, the “Parties”). This Project Order #1 is governed by
the terms and conditions set forth herein and in the Agreement # soft.2/11012008
from November 1, 2008.  In the event of a conflict between the
Agreement # soft.2/11012008 from November 1, 2008 and this Project Order #1, the
terms and conditions of this Project Order #1 shall prevail.

     

    
      	
              2

            	
              Scope
      of work

            


    

     

    
      	
            	
              1.

            	
              The
      scope of work is defined in the separate Software Requirements
      Specifications (SRS), technical part defined as part of design
      documentation (DD) and all time lines and milestones are defined by LOE
      and Project Plans per agreed scope of
work.

            


    

     

    Volume of
works in October 2009:

     

    MyHealthTrends
for Pain

    


    Perform
bug fixing and enhancements implementation on demand.

    [SEC]Build
and deploy new versions of Web Application to QA and PROD
environment.

    Enclose
new versions of SWA and SMA to QA and PROD environment if they will be
demanded.

    


    Scope 7
HHC v3.1.3 Firmware development:

    Enhance
HHC Firmware to allow recording an Event Counter for minute based
events.

    Enhance a
Communication Protocol up to Version F, will get used to transmit composite
events which consist of Event Counter and Event Timestamp within a single 16
bits value.

    


    Scope 7
HHC v3.1.3 Web and Standalone Windows Applications development:

    Add
support for HHC v 3.1.3. Do re-factoring for existent code to support
transparent communication with different models of HHC. Redesign and develop the
Chart Generators to support the Event Counting features. Change the algorithm
for calculation a pain severity distribution across minutes taking into account
the minute event counter.

    


    IT
maintenance for PROD and QA environments.

    


    MyHealthTrends
for Weight Control

    


    Re-design
the charting system to provide a “dashboard” page so the user can see the
summary of cravings at once, including:

     

    
      	
               
      

            	
              ·

            	
              Cravings
      mapping for the selected day BY
HOUR

            


    

     

    
      
        
 Extranime, Inc
Proprietary – Confidential

    

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      Baeta
Corp – Project Order #1 Statement Of Work

    

    
      
 

    
      	
               
      

            	
              ·

            	
              Cravings
      mapping for the past 30 days (on a rolling basis) BY DAY starting from the
      selected day and going back 30 days

            


    

     

    
      	
               
      

            	
              ·

            	
              Cravings
      trend comparison of the past N days with that of the previous N days from
      the selected day is either day, week, or month based upon the interval
      selected.

            


    

     

    Baeta
Marketing Pages Repository

    


    IT
maintenance for PROD and QA environments.

    


    MyHealthID

    


    IT
maintenance for PROD and QA environments

     

    
      	
              3

            	
              Expectations
      from Vendor

            


    

     

    
      	
            	
              1.

            	
              All
      Vendor personnel will be provided with a computer having a configuration
      adequate to perform their respective
tasks.

            


    

     

    
      	
            	
              2.

            	
              Vendor
      will furnish weekly status reports. These reports will be based on the
      tasks assigned to and performed by
them.

            


    

     

    
      	
            	
              3.

            	
              Vendor
      will bring to the notice of Client any issue, technical or otherwise that
      may be a potential risk to the task to be performed and will keep Client
      informed of the remediation steps taken to mitigate such
      risks.

            


    

     

    
      	
            	
              4.

            	
              Vendor’s
      team will interact closely with the Client at all stages of the
      Project.

            


    

     

    
      	
            	
              5.

            	
              Vendor
      will recommend changes to the environment, including the use of newer
      releases of the system and framework software, if it can justify that such
      changes will result in a better end
product.

            


    

     

    
      	
            	
              6.

            	
              Vendor
      will ensure that the work they do can be verified and
    audited.

            


    

     

    
      	
            	
              7.

            	
              Vendor
      will provide all required environment for the work and support by IT&S
      team for smooth development as needed unless dedicated resources
      required.

            


    

     

    
      	
              4

            	
              Expectations
      from Client

            


    

     

    
      	
            	
              1.

            	
              Client
      will determine the prioritization of the tasks to be
      performed.

            


    

     

    
      	
            	
              2.

            	
              Client
      will provide all assistance required in the understanding of the scope
      during the entire length of the
Project.

            


    

     

    
      	
            	
              3.

            	
              Client
      will cover, after mutual agreement, all costs for specific software,
      systems, machines, technologies and licenses which are not part of
      standard development tools and technologies and specific to Baeta Corp.
      work.

            


    

     

    
      
        
 Extranime, Inc
Proprietary – Confidential

    

    Page 4 of 6


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      Baeta
Corp – Project Order #1 Statement Of Work

    

    
      
 

    
      	
            	
              4.

            	
              Client
      will cover all travel related expenses and travel allowance at actual
      costs if this is required and approved by Baeta Corp.

            


    

     

    
      	
              5

            	
              Intellectual
      Property

            


    

     

    Intellectual
Property of all work undertaken on behalf of Client shall vest with Baeta
Corp.

     

    
      	
              6

            	
              Change
      Management

            


    

     

    Once a
design document has been approved by Client, all changes in the scope of work
will have to be approved by both parties after due consideration to the impact
that it may have on the schedule and effort. Such changes may result in the
financial considerations for the Project to be revised.

     

    
      	
              7

            	
              Plan
      and Schedule

            


    

    


    The plan
for developing of the application as stated in the section Scope of Work is as
follows:

     

    
      	
            	
              1.

            	
              Extranome,
      Inc. will have assigned software engineers and designers for the projects
      personnel at their own premises.

            


    

     

    
      	
            	
              2.

            	
              All
      work will be performed based on separate Software Requirements
      Specifications and Project Plans.

            


    

     

    
      
 Extranime, Inc
Proprietary – Confidential

    Page 5 of 6


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      Baeta
Corp – Project Order #1 Statement Of Work

    

    
      
 

    
      	
              8

            	
              Pricing

            


    

     

    The
statement of work performs as time and materials (T&M) agreement with
initial team of:

     

    
      	
               
      

            	
              ·

            	
              1
      Project Manager

            


    

     

    
      	
               
      

            	
              ·

            	
              1
      Technical Lead / Senior Software
Developer

            


    

     

    
      	
               
      

            	
              ·

            	
              1
      Graphic Designer

            


    

     

    
      	
               
      

            	
              ·

            	
              2
      Software Engineers

            


    

     

    The cost
of initial team is $30,000 per month. The costs covers costs of labor, base work
environment and license costs. All specific to the project licenses, machines,
parts or equipment are additional to this cost.

     

    Any
additional resources are subject to a separate agreement or $50 per hour with
prior agreement by the Client.

     

    
      	
              9

            	
              Terms
      and Conditions

            


    

     

    The work
is based on 40 hours week, 12 months a year excluding official holidays and
vacations, from 9:00am EST to 5:00pm EST schedule. All vacation and holidays
will be communicated to the Client in advance and if this is required - Vendor
will provide adequate replacement during the member(s) leave of
absence.

     

    
      
        
          
            
              
                
                  
                    
                      	By:
      /s/ Len Pushkantser	 	By:
      /s/ Alexander Gak MD
	 	 	 
	
                              Baeta
      Corp.

                            	 
      	
                              Extranome,
      Inc

                            
	 	 	 
	 	 	 
	
                              Len
      Pushkanster

                               

                              Baeta
      Corp.

                              1
      Bridge Plaza Suite 275

                              Fort
      Lee, NJ 07024

                              Phone:
      201.471.0988

                            	 
      	
                              Alexander
      Gak

                               

                              Extranome,
      Inc.

                              253
      Warren Av

                              Fort
      Lee, NJ 07024

                              Phone:
      201.969.1651

                            


                    

                  

                

              

            

          

        

      

    

    
       

      
        

      

    

    Extranime, Inc
Proprietary – Confidential

    Page 6 of 6