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                                                                   Exhibit 10.10

                               MARKETING AGREEMENT

AGREEMENT entered into as of the 16th day of February, 2000 by and between
Quintel Communications, Inc., a Delaware corporation with offices at One Blue
Hill Plaza, Pearl River, New York 10965 (hereafter referred to as "Quintel"),
and LCS Golf, Inc., a Delaware corporation with offices at 24 East 12th Street,
New York, New York 10003 (hereafter referred to as "LCSG"). Quintel and LCSG are
also sometimes referred to as a "Party" or the "Parties."

                                    RECITALS:

A.    WHEREAS, LCSG is engaged in the marketing of products and services related
      to golf using the internet.

B.    WHEREAS, Quintel is engaged in the development and operation of businesses
      marketing a variety of products and services using the internet.

C.    WHEREAS, Quintel and LCSG wish to develop programs to market products and
      services to the visitors to and customers of LCSG's websites.

NOW, THEREFORE, for good and valuable consideration, receipt of which is
acknowledged by the parties, it is hereby agreed as follows:

1     Definitions.

      1.1   "Agreement" means this agreement between Quintel and LCSG.

      1.2   "Customer" means any Person acquiring products or services pursuant
            to the Marketing Program.

      1.3   "GAAP" means generally accepted U.S. accounting principles,
            consistently applied and consistent with past practices of the Party
            responsible for preparing the calculation.

      1.4   "Governmental Regulations" means any federal, state or local
            governmental rules and regulations governing the activities
            conducted under this Agreement.

      1.5   "Exclusive Quintel Products" means the product and service
            categories identified on Schedule 1.5 annexed hereto.

      1.6   "LCSG's Common Stock" means shares of LCSG's common stock with a par
            value of $.001 per share.

      1.7   "LCSG Data Base" means the information regarding the visitors to and
            customers of the LCSG Websites and other persons otherwise available
            to LCSG, including but not limited to, their names, telephone
            numbers, addresses, and e-mail addresses.

      1.8   "LCSG Products and Services" means any of the products and services
            marketed by LCSG or any of its Affiliates during the Term.

      1.9   "LCSG Websites" means any of the websites owned, sponsored or
            controlled by LCSG now or at any time during the term of this
            Agreement; LCSG's current websites are identified on Schedule 1.9
            annexed hereto.


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      1.10  "Marketing Materials" means advertisements in all media (including
            the internet, print, television and radio), brochures, solicitation
            materials, scripts, displays, or other information which describes
            or otherwise relates to the Marketing Programs and used to solicit
            customers for the Marketing Programs.

      1.11  "Marketing Program" means any one of the Actual Quintel Programs or
            LCSG Sales Promotions for the marketing of products and services
            developed by the parties under this Agreement.

      1.12  "Member Record Fee" means the fee of twenty-five cents ($0.25) for
            every valid Name delivered to Quintel or its Affiliate for
            registration in multibuyer.com, referred to in paragraph 2.9.1 of
            this Agreement.

      1.13  "Member Record" has the meaning set forth in paragraph 2.10.1 of
            this Agreement.

      1.14  "Multibuyer Record Fee"has the meaning set forth in paragraph 2.10.1
            of this Agreement.

      1.15  "Names" means the name, address (street, post-office box or e-mail),
            telephone number or other means of identification of any individual,
            person or entity identified in the LCS Data Base.

      1.16  "Net Revenue" means gross revenues generated by a Sales Program,
            less direct out-of-pocket costs of acquiring Program Products and
            Services (including royalties or fees to third parties), the cost of
            producing the Marketing Materials and all other expenses directly
            related to the Actual Quintel Program incurred by either Party,
            determined in accordance with GAAP.

      1.17  "Option" has the meaning set forth in Section 4.1 of this Agreement.

      1.18  "Parties" means Quintel and LCSG.

      1.19  "Person" means any individual, corporation, partnership, trust, or
            other entity.

      1.20  "Program Data Base" means the information regarding the Customers of
            the Marketing Program and the other Persons solicited by or
            responding to the Marketing Materials, including but not limited to,
            their names, telephone numbers, addresses, and e-mail addresses, and
            any list of customers generated by the Marketing Programs by either
            Party.

      1.21  "Program Products and Services" means any of the Quintel Products or
            Services marketed as part of a Sales Program conducted under this
            Agreement.

      1.22  "Quintel Banner Ads" has the meaning set forth in Section 2.2 of
            this Agreement.

      1.23  "Quintel E-Mail Promotions" has the meaning set forth in Section 2.1
            of this Agreement.

      1.24  "Quintel-Golf Hyper-Link" has the meaning set forth in Section 2.3
            of this Agreement.

      1.25  "Quintel Off-line Promotions" has the meaning set forth in Section
            2.4 of this Agreement.

      1.26  "Quintel Products and Services" means any Quintel's or its
            Affiliates' products, services, or programs or marketing campaigns
            (including those of Quintel's marketing partners or co-venturers),
            which Quintel markets or which Quintel acquires the right to market
            from time to


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            time, and includes product or service offerings whose primary
            purpose is to capture customer data rather than generate revenue.

      1.27  "Quintel Promotion" means any of the Quintel Banner Ads, Quintel
            E-Mail Promotions, Quintel-Golf Hyperlink or Quintel Off-line
            Promotions.

      1.28  " Sales Program" means a particular program using any of the Quintel
            Promotions to market specific Quintel Products and Services under
            the Marketing Program.

2     Marketing Program.

      2.1   During the term of this Agreement, Quintel shall have the right to
            transmit e-mail messages marketing or promoting Quintel Products and
            Services to the LCS Database (such e-mail messages are referred to
            as "Quintel e-mail Promotions"). The maximum per month that number
            of e-mail messages to the Names in the LCSG Data Base equal to the
            product of (i) four (4) multiplied by (ii) the daily average during
            the immediately preceding month of the entire number of Names on the
            LCS Data Base, As an example of the foregoing calculation, if the
            number of names in the LCS Database equals 50,000 on the date
            hereof, Quintel may transmit up to 200,000 e-mail messages to Names
            in the LCS Database. If as of six months after the date hereof, the
            number of names in the LCS Database equals 100,000, the total number
            of e-mail messages which Quintel may transmit shall have increased
            to a total of 400,000.

            2.1.1 LCSG will permit Quintel at Quintel's option to transmit the
                  Quintel e-mail Promotions to the LCSG Data Base using
                  Quintel's own facilities and equipment.

      2.2   During the term of this Agreement, LCSG will make banner
            advertisements available to Quintel to for the marketing of the
            Exclusive Quintel Products (hereafter such banner advertisements are
            referred to as the "Quintel Banner Ads"). The banner advertisements
            will be displayed prominently on the LCS Websites and in a manner so
            that each visitor to an LCS website will see the banner
            advertisement.

      2.3   During the term of this Agreement, LCSG will permit Quintel to
            create hyperlinks once per month on one of the LCSG Websites
            selected by Quintel, to a Quintel Website designated by Quintel
            (referred to as the "Quintel-Golf Hyperlink") using any of the
            following methods: e-mail messages containing a Quintel-Golf
            Hyperlink, a newsletter to subscribers, or through text messages on
            the LCSG Website. The form and text of the methods used to create a
            hyperlink will be Quintel Product and Service.

      2.4   Quintel shall also have the right during the term of this Agreement
            to market any Quintel Products and Services to those names in the
            LCS Database which it deems appropriate using media other than the
            internet once per month during the term of this Agreement. Such
            solicitations may pertain to any Quintel Products and Services,
            selected by Quintel in its discretion (such marketing referred to as
            "Quintel Off-line Promotions").

      2.5   Quintel will determine in its discretion the nature and terms of the
            Quintel Products and Services to feature on the banner
            advertisements. It is understood that the Quintel Products and
            Services include products and services of Quintel's strategic
            partners and other entities with which it has marketing
            arrangements, including SkyMall, Inc., Cybergold and itarget, and
            that the consent of


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            such third parties will be required for Quintel to market any of
            such products or services as part of the Marketing Program.

      2.6   Quintel will prepare the Marketing Materials for the Sales
            Promotions and submit them to LCSG for approval, which approval
            shall not be unreasonably withheld or delayed. LCSG will respond to
            any request by Quintel for approval hereunder within a reasonable
            period of time (not to exceed five (5) days), and if the approval is
            not granted, the Parties will attempt in good faith to promptly
            resolve any objections. Failure to respond shall be deemed to be
            approval.

            2.6.1 Each Party grants the other a non-exclusive license during the
                  Term to use the name, logos and trademarks and trade names of
                  the other approved as part of the approved Marketing
                  Materials.

            2.6.2 Following the end of the Term, each Party will have the right
                  to use the Marketing Materials as a basis for materials used
                  in the marketing of other products and services, provided that
                  the Party making use of the Marketing Materials does not use
                  the name, trademarks, trade names, logos or other Confidential
                  Information of the other Party.

      2.7   Quintel will be responsible for the management and execution of each
            Sales Program and will provide customer service for Quintel Products
            and Services (and its direct out-of-pocket expenses incurred in
            providing the foregoing services shall be borne equally by the
            parties).

      2.8   LCSG will provide at its expense any customer service required for
            any LCSG Products and Services sold as part of a Sales Program.

      2.9   LCSG will make available to Quintel the LCSG Web Sites for the
            conduct of the Quintel Promotions and the Sales Programs and provide
            Quintel with the LCSG Data Base.

      2.10  LCSG will give all visitors to the LCSG Websites the opportunity to
            opt-in to become a member of Quintel's the websites operated by
            Quintel's subsidiary under the name "multibuyer.com." or
            "grouplotto.com" as selected by Quintel. The Names of those persons
            who opt-in will be delivered individually or in a batch as requested
            by Quintel, in as fast a manner as possible (but at least once every
            24 hours).

           2.10.1 Quintel will pay LCSG twenty-five cents ($0.25) for every
                  valid Name delivered to Quintel or its Affiliate for
                  registration in multibuyer.com (hereafter each valid record
                  containing a Name is referred to as a "Member Record" and the
                  $0.25 fee is referred to as the "Multibuyer Record Fee"); such
                  payment will be made monthly within thirty (30) days after the
                  end of each month in which a Member Record is delivered.

           2.10.2 Revenue derived by Quintel or its Affiliates from such
                  registrations will not be part of Net Revenue.

      2.11  LCSG will permit Quintel to create a link for placement on the
            golfuniverse.com website to a custom version of Quintel's
            subsidiary's GroupLotto.com website, at which participants will be
            given the opportunity to win a lottery prize in excess of
            $1,000,000.00 (such custom version referred to as the "GroupLotto
            Golf Link"). Revenue derived by Quintel or its Affiliates from the
            GroupLotto Golf Link will not be part of Net Revenue, but the data
            regarding Customers and visitors to the GroupLotto Golf Link will be
            shared in accordance with Section 2.12 of this Agreement.


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      2.12  All data regarding Customers and visitors captured from the
            promotions or sales conducted by Quintel and LCSG pursuant to the
            Marketing Programs shall be part of the Program Data Base, and all
            information contained in or derived from the Program Data Base may
            be used as either Party chooses, provided such use does not violate
            Governmental Regulations and except as otherwise provided in this
            Agreement.

           2.12.1 Each Party agrees that it will not during the term use the
                  Names in the Program Data Base to offer for sale products or
                  services which compete with the products or services offered
                  by the other Party.

           2.12.2 Notwithstanding the foregoing, LCSG shall not have the right
                  to lease, rent or otherwise transfer the information contained
                  in the Program Data Base to any third party.

      2.13  Customers of and visitors to the LCSG Web Sites responding to the
            Marketing Program will be properly informed, prior to the capture of
            any personal information about them, that such information to be
            included in the Program Data Base will be used for marketing
            purposes and future solicitations.

      2.14  Quintel will have the exclusive right during the Term to market the
            Exclusive Quintel Products and Services to the LCSG Data Base.

      2.15  If during the Term either Party is notified or otherwise becomes
            aware of any complaint or formal investigation by any governmental
            authority of an alleged unfair or deceptive business practice or any
            other alleged violation of any Governmental Regulation with respect
            to the Marketing Program ("Complaint"), it shall provide the other
            Party with prompt written notice of the Complaint, and if the
            Complaint is initiated on the basis of the approved Marketing
            Materials, then such approved Marketing Materials shall be revised
            immediately to resolve such Complaint or the use of such approved
            Marketing Materials shall cease within five (5) calendar days of
            notification to Quintel of a Complaint. If the Complaint arises from
            a breach by a Party of its obligations under this Agreement, the
            non-breaching Party shall have the right to terminate this Agreement
            under the provisions of Paragraph 6.2 below.

      2.16  LCSG hereby grants Quintel the exclusive option during the Term of
            this Agreement to manage the LCSG Database on an exclusive basis on
            terms no less favorable than those contained in the agreement
            between ConsumerNet and LCSG executed by LCSG on June 21, 1999 (the
            "ConsumerNet Agreement"). Such option is granted subject to
            termination of the ConsumerNet Agreement, which LCSG represents is
            terminable on 90 days notice by either LCSG or ConsumerNet. If
            Quintel notifies LCSG that it exercises such option, LCSG will give
            notice of termination of the ConsumerNet Agreement to ConsumerNet
            and upon the termination of the ConsumerNet Agreement Quintel will
            manage the LCSG Database on the terms referred to in this Paragraph
            2.16 , provided, however, that the term of such Database management
            agreement with Quintel shall expire one (1) year from its
            commencement.

3     Revenues and Expenses; Fees to Quintel for LCSG Sales Promotions.

      3.1   Net Revenue generated from the sale of Program Products and Services
            during the Term will be shared equally by the Parties. Quintel will
            account to LCSG for all revenue received from the sale of Program
            Products and Services, and if LCSG receives any revenue from the
            sale of Program Products and Services it will account for such
            revenue to Quintel; it is acknowledged and agreed that it is
            anticipated that all Net Revenue will be collected and distributed
            by Quintel.


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            Only that revenue directly resulting from the sale of a Quintel
            Product or Service offered as part of a Sales Program will be
            included in revenue which is subject to the sharing provisions of
            this Section 3. Net Revenue subject to sharing under this Agreement
            shall be paid and distributed quarterly by the Party responsible for
            such payment and distribution, less reserves for bad debt and other
            reserves prudent and customary for the Sales Programs conducted
            under this Agreement.

            3.1.1 Each payment of Net Revenue will be accompanied by a report
                  explaining the calculation of Net Revenue.

            3.1.2 It is understood and agreed that if a Quintel Promotion is
                  used to drive traffic to a website of Quintel or one of its
                  Affiliates, the revenue derived from any subsequent sale of a
                  Quintel Product or Service will not be part of Net Revenue and
                  will not be shared by the Parties, and that the revenue
                  sharing arrangements described in this Agreement will only
                  apply to the sale of a Quintel Product or Service offered for
                  sale as part of a Quintel Promotion in a Sales Program
                  conducted by Quintel.

      3.2   The costs and expenses incurred in the conduct of the Sales Programs
            will be paid by Quintel and deducted by Quintel in determining Net
            Revenues.

      3.3   Each Party shall bear its own general corporate overhead and
            administrative expenses in connection with the activities under this
            Agreement. Without limiting the foregoing, the LCSG Data Base will
            be provided by LCSG to Quintel for use in connection with the Sales
            Programs developed under this Agreement without any charge or
            expense.

      3.4   Each Party or its independent certified public accounting firm will
            have the right no more than once per calendar year during the Term
            of this Agreement and the two year period following the end of the
            Term to audit and/or cause an audit to be made of the separate
            records (collectively, the "Records") of the other Party with
            respect to the Marketing Program, including with respect to the
            calculation of Net Revenues. A Party seeking examination will have
            free and full access to the Records for such purpose on reasonable
            notice and at a mutually convenient time. Each Party will retain the
            Records for a period of three (3) years following its rendition of
            any report or calculation of Net Revenue and amounts due to the
            other Party under this Agreement. In the event of underpayment or
            late payment of an amount due to a Party, the Party owing the amount
            will be liable for interest on the unpaid amount at the prime rate
            of interest announced as such in The Wall Street Journal, New York,
            NY on the first date immediately preceding the date payment was due,
            said interest to accrue from the date on which payment was due until
            date of payment. A Party's receipt or acceptance of any of any
            statements furnished hereunder or of any payments paid hereunder
            shall not preclude a Party from questioning the correctness thereof
            at any time, and in the event that any inconsistencies or mistakes
            are discovered in such statements or payments, they shall be
            immediately rectified and the appropriate payment shall be made,
            with interest as provided for herein. In the event that any audit of
            the Records indicates that amounts due a Party have been underpaid
            in excess of $25,000.00, the underpaying Party will reimburse the
            other Party to whom payment is due for its reasonable costs and
            expenses for such audit with interest as provided for herein.

      3.5   The provisions of this Section 3 shall survive the termination of
            this Agreement

4     Options to Purchase LCSG Stock.


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      4.1   In consideration for Quintel's entry into this Agreement, LCSG has
            issued Quintel options (the "Options") to purchase up to 200,000
            shares of LCSG's Common Stock exercisable for two (2) years from the
            date of issuance at an exercise price of $1.00 per share for 100,000
            of the Options, and an exercise price of $2.00 per share for 100,000
            of the Options; the Options are in the form of the Option
            Certificate annexed hereto as Schedule 4.

      4.2   Concurrently with the execution of this Agreement, the Parties have
            executed a Registration Rights Agreement with respect to the
            Warrants in the form annexed hereto as Schedule 4-1.

5     Confidentiality.

      5.1   A Party receiving information hereunder is hereinafter referred to
            as the "Receiving Party" and the party disclosing information is
            hereinafter referred to as the "Disclosing Party"; a Party's
            officers, directors, employees, agents, professional advisors and
            consultants are collectively referred to as "Representatives"). Both
            Parties understand that each Party may provide the other Party with
            certain proprietary and confidential information during the term of
            this Agreement. All such proprietary and confidential information
            furnished by the Disclosing Party or its Representatives to or on
            behalf of the Receiving Party (irrespective of the form of
            communication and whether such information is so furnished before,
            on or after the date hereof) and all analyses, compilations, data,
            studies, notes, interpretations, memoranda or other documents
            prepared by the Disclosing Party or its Representatives containing
            or based in whole or in part on any such furnished information is
            collectively referred to herein as the "Confidential Information".
            In addition, all such Confidential Information furnished by the
            Disclosing Party to the Receiving Party or its Representatives,
            (irrespective of the form of communication and whether such
            information is so furnished before, on or after the date hereof) and
            all analyses, compilations, data, studies notes, interpretations,
            memoranda or other documents prepared by the Disclosing Party or its
            Representatives containing or based in whole or in part on any such
            furnished information are also collectively referred to as the
            "Confidential Information." The term "Confidential Information"
            shall not include any documents, data or other information which (i)
            at the time of disclosure or thereafter is publicly available (other
            than as a result of a disclosure by the Receiving Party or Receiving
            Party's Representatives in violation hereof); (ii) was, is or
            becomes available to Receiving Party on a non-confidential basis
            from a source other than Disclosing Party or its advisors, provided
            that such source was not known by Receiving Party to be prohibited
            from disclosing such information to Receiving Party by a legal,
            contractual or fiduciary obligation owed to Disclosing Party; (iii)
            was or is already in Receiving Party's possession (other than
            Confidential Information furnished by or on behalf of Disclosing
            Party); or (iv) is independently developed by Receiving Party or on
            Receiving Party's behalf without violating Receiving Party's
            obligations of confidentiality hereunder. All Confidential
            Information provided by either Party shall not be disclosed or
            referred to publicly, or to any third party, except as permitted
            below. The Receiving Party will disclose the Confidential
            Information only to its Representatives directly concerned with the
            evaluation of the proposed Marketing Agreement. In the event that a
            Receiving Party or any of its Representatives become legally
            compelled (by deposition, interrogatory, request of documents,
            subpoena, civil investigative demand or similar process) to disclose
            any of the Confidential Information of the Disclosing Party, the
            Receiving Party or other such person from whom such Confidential
            Information is being sought shall provide the Disclosing Party with
            prompt prior written notice of such requirement so that the
            Disclosing Party may seek a protective order or other appropriate
            remedy and/or waive compliance with the terms of this Agreement. In
            the event that such protective order or other remedy is not
            obtained, or the Disclosing Party waives compliance with the
            provisions hereof, the person required to provide such information
            agrees to furnish only such portion of the Confidential Information
            that is legally required to be furnished.


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      5.2   Except as may be required by Governmental Regulations, neither Party
            shall issue a press release or make any public announcement
            regarding or relating to the Marketing Program without review by,
            and the prior consent of, the other Party. Quintel and LCSG shall
            consult with each other prior to any conference with the press or
            other news media relating to the Marketing Program, including
            consultation with regard to appropriate responses to questions from
            the press or other media about the Marketing Program.

      5.3   The provisions of this Section 5 shall survive the termination of
            this Agreement

6     Representations and Warranties; Indemnification.

      6.1   Each Party represents and warrants to the other Party that it is a
            corporation, duly organized, validly existing and in good standing
            under the laws of its jurisdiction of incorporation, and has the
            corporate power and authority to execute and deliver this Agreement,
            to consummate the transactions hereby contemplated, and to take all
            other actions required to be taken by it pursuant to the provisions
            hereof, and is not subject to, or a party to, any contract,
            agreement, instrument, order, judgment or decree, or any other
            restriction of any kind or character, which would prevent its entry
            into or performance under this Agreement, and no consent of or other
            action by or notice to any third party is required in connection
            with the Party's entering into and performing under this Agreement,
            and that this Agreement and the transactions described in this
            Agreement have been duly authorized by all necessary corporate
            action.

      6.2   LCSG represents that the issuance and delivery of the Options and
            execution and delivery of the Registration Rights Agreement have
            been duly authorized by all necessary corporate action, that it has
            reserved for issuance a sufficient number of shares of LCSG Common
            Stock issuable upon exercise of the Options, that all of such shares
            have been duly authorized, and when the Options are exercised and
            the exercise price has been paid, will be fully paid and
            non-assessable.

      6.3   The Parties will be jointly and severally responsible for any
            liabilities of or claims against either of them arising from the
            conduct of the Marketing Program, provided the Party whose
            activities give rise to the claim conducted such activities in
            accordance with the approved Sales Programs and Marketing Materials.

      6.4   Each Party will indemnify the other Party and hold the other Party
            harmless from any liability, cost or expense arising solely from a
            breach of its representations and warranties in Paragraphs 6.1 or a
            breach by the Party of its obligations under paragraph 6.2.

      6.5   A party entitled to indemnification under this Agreement shall be
            referred to hereafter as an "Indemnified Party" and a party
            obligated to provide indemnification shall be referred to hereafter
            as an "Indemnifying Party". If at any time an Indemnified Party
            shall claim indemnification from an Indemnifying Party for any Loss
            or, in the reasonable judgment of the Indemnified Party, for what,
            in the future, may result in a Loss ("Anticipated Loss") due to the
            filing, at or before the time of such claim, of an action, claim or
            suit with an arbitrator, mediator, court or other governmental
            entity as to which the Indemnified Party is entitled to
            indemnification under this Agreement ("Claim"), then the Indemnified
            Party shall promptly send written notice of the same (a "Notice of
            Claim") to the Indemnifying Party describing such Claim in
            reasonable detail. A Notice of Claim shall specify the basis for
            such Claim supported by relevant information and documentation.


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            6.5.1 If the Indemnifying Party shall allege that the Indemnified
                  Party is not entitled to indemnification with respect to such
                  Claim, it shall give written notice of such objection (a
                  "Notice of Objection") to the Indemnified Party within 15
                  business days after receipt by the Indemnifying Party of the
                  Notice of Claim, specifying the basis of the objections. If
                  the Indemnifying Party does not give a Notice of Objection
                  within such 15 business days, or shall have agreed to pay such
                  Claim in whole or in part within such 15 business-day period,
                  the Indemnifying Party shall thereupon be liable for the
                  payment of all Losses relating to such Claim, except as
                  otherwise provided in Section 6.4.2 herein.

            6.5.2 In the event that the Indemnified Party shall have timely
                  given a Notice of Objection in whole or in part to any Notice
                  of Claim, during the 20-day period following that date, the
                  Indemnified Party and the Indemnifying Party shall privately
                  attempt to resolve the Claim. If the Indemnified Party and the
                  Indemnifying Party shall have failed to resolve or compromise
                  or agree to postpone resolution of the Claim within such
                  20-day period, then the Claim shall be settled by arbitration
                  in New York, New York (the place in which the arbitration is
                  to be held shall be referred to as the "Arbitration Venue"),
                  as determined by the three arbitrators referred to in
                  Paragraph 6.4.3 below, in accordance with the rules of the
                  American Arbitration Association and the procedures set forth
                  below.

            6.5.3 Each of (A) the Indemnified Party and (B) the Indemnifying
                  Party shall appoint one arbitrator, and the two arbitrators so
                  appointed shall then together appoint a third arbitrator
                  ("neutral arbitrator") from a list of persons supplied by the
                  American Arbitration Association in the Arbitration Venue. If
                  one party shall fail to appoint the arbitrator to be appointed
                  by it within 15 days after the end of the 20-day period
                  provided for in Section 6.4.2 above, the arbitrator appointed
                  by the other party shall select from a list of persons
                  supplied by the American Arbitration Association a person who
                  shall serve as the single neutral arbitrator for purposes of
                  the arbitration. If each party shall have appointed one
                  arbitrator, but such designees cannot agree on the person to
                  act as the neutral arbitrator within a period of 15 days after
                  the appointment of the second arbitrator, then either party
                  may apply to the American Arbitration Association in the
                  Arbitration Venue, which shall appoint a neutral arbitrator.
                  The arbitrators shall conduct the arbitration with all
                  reasonable dispatch in accordance with the rules of the
                  American Arbitration Association, provided, however, that the
                  parties to such arbitration shall take such action and execute
                  such instruments as shall be necessary to cause the rules of
                  civil procedure of the state in which the Arbitration Venue is
                  located pertaining to pre-trial discovery to be applicable in
                  respect of such proceeding. The arbitrators shall render a
                  written award (the "Award") which shall be delivered to the
                  Indemnified Party and the Indemnifying Party. An Award
                  hereunder may be used as a basis for the entry of judgment in
                  any jurisdiction. In the event the parties have submitted a
                  Claim for an Anticipated Loss to arbitration under this
                  Section 6 then the arbitrators may, in their sole discretion,
                  postpone resolution of the Claim until the time which they
                  have determined, in their sole discretion, to be the time when
                  such Anticipated Loss shall have occurred or passed.

            6.5.4 Prior to making the Award, the arbitrators shall direct the
                  Indemnified Party and the Indemnifying Party to submit
                  statements describing any element of Loss or Anticipated Loss
                  as to which a Claim is made that is attributable to attorneys'
                  fees, disbursements, and any similar costs incident to such
                  Loss or Anticipated Loss, supported by affidavits showing that
                  such costs actually have been or are likely to be incurred,
                  and all such attorneys' fees, disbursements and other costs
                  shall be apportioned as determined by the


                                       9
<PAGE>   10

                  arbitrators. All fees of the arbitrator and administrative
                  expenses of the American Arbitration Association shall be
                  treated as costs for purposes of this Section 6. As a part of
                  each Award made pursuant to this Agreement, the arbitrators
                  shall allow interest thereon (other than on the portion of the
                  Award representing attorneys' fees, disbursements and costs)
                  from the date of the Loss or the date the Anticipated Loss
                  becomes a Loss to the date of payment at the rate of 10% per
                  annum.

            6.5.5 The Award shall be a conclusive determination of the matter
                  and shall be binding upon the Indemnified Party and the
                  Indemnifying Party, and shall not be contested by either of
                  them. The Indemnifying Party shall satisfy its obligations to
                  pay an Award in cash.

            6.5.6 If the subject of a Claim involves a third-party claim which
                  has not yet been determined, the arbitrators may in their
                  discretion make a separate determination solely as to whether
                  the third-party claim is one for which indemnification may be
                  had or may defer a determination as to whether indemnification
                  may be had pending the further development of information as
                  to the nature of the third-party claim. If the arbitrators
                  determine that the third-party claim is not subject to
                  indemnification, they shall set forth the basis of his
                  decision in detail, which decision shall be deemed to be an
                  "Award" hereunder.

            6.5.7 If the Indemnified Party requests that the Indemnifying Party
                  defend it against a Claim involving an Anticipated Loss, then
                  the Indemnifying Party may, at its option, assume the defense
                  of the Indemnified Party against such Claim (including the
                  employment of counsel, who shall be counsel satisfactory to
                  the Indemnified Party,) and the payment of expenses. If the
                  Indemnified Party does not request the Indemnifying Party to
                  defend it against such Claim or the Indemnifying Party fails
                  to assume the defense of such Claim within a reasonable time
                  after having been requested by the Indemnified Party to assume
                  the defense, then the Indemnified Party shall have the right
                  to defend himself in any such action and, if appropriate under
                  Section 4(a) above, be indemnified for his costs and fees of
                  defense by the Indemnifying Party. The Indemnified Party, at
                  its own cost, may employ separate counsel to assert, based on
                  an opinion of counsel to the Indemnified Party, one or more
                  legal defenses available to it which are different from or
                  additional to those available to such Indemnifying Party; the
                  Indemnifying Party shall not have the right to direct the
                  defense of such action on behalf of the Indemnified Party in
                  respect of such different or additional defenses. The
                  Indemnifying Party shall not be liable to indemnify the
                  Indemnified Party for any settlement of any such action or
                  claim effected without the consent of the Indemnifying Party,
                  but if settled with the written consent of the Indemnifying
                  Party, or if there be a final judgment for the plaintiff in
                  any such action, the Indemnifying Party shall indemnify and
                  hold harmless the Indemnified Party from and against any Loss
                  by reason of such settlement or judgment and the Indemnifying
                  Party shall thereupon be liable for the payment of such Loss.

      6.6   The provisions of this Section 6 shall survive the termination of
            this Agreement.

7     Term; Termination.

      7.1   The term of this Agreement shall commence on the date hereof and
            continue for two (2) years thereafter, unless sooner terminated in
            accordance with this Agreement.

      7.2   Either Party may terminate this Agreement in the event of a default
            by the other Party in the performance of any of its material
            obligations under this Agreement which is not cured within


                                       10
<PAGE>   11

            thirty (30) days after notice of such default has been given to the
            Party alleged to be in default by the other Party.

      7.3   Either Party may give the other Party notice of its intention to
            terminate this Agreement if at least one (1) Sales Program is not
            being conducted during any twelve (12) month period after the date
            hereof, and if a Sales Program is not approved or conducted within
            the sixty (60) day period following such notice, the Party giving
            the notice may terminate this Agreement on notice to the other
            Party.

      7.4   Either Party may terminate this Agreement upon notice to the other
            Party if an "Event" occurs with respect to the other Party. For
            purposes of this paragraph, an "Event" shall mean:

            7.4.1 a Party liquidates, winds up its business, dissolves or
                  terminates it existence;

            7.4.2 any voluntary proceeding by a Party is commenced under any
                  chapter of the Federal Bankruptcy Code or other law relating
                  to bankruptcy, bankruptcy reorganization, insolvency or relief
                  of debtors, or any such proceeding is commenced against a
                  Party and such proceeding is not dismissed within sixty (60)
                  days from the date on which it is filed or instituted; or a
                  Party shall make an assignment for the benefit of creditors or
                  admit in writing its inability to pay its debts as they mature
                  or that it is otherwise insolvent.

8     Miscellaneous.

      8.1   Assignment. Neither Party may assign its rights and obligations
            under this Agreement without the consent of the other Party.

      8.2   Notices. Any notice or other communications required or permitted
            hereunder shall be in writing and shall be deemed effective (a) upon
            personal delivery, if delivered by hand and followed by notice by
            mail or facsimile transmission; (b) one day after the date of
            delivery by Federal Express or other nationally recognized courier
            service, if delivered by priority overnight delivery between any two
            points within the United States; or (c) five days after deposit in
            the mails, if mailed by certified or registered mail (return receipt
            requested) between any two points within the United States, and in
            each case of mailing, postage prepaid, addressed to a party at its
            address first set forth above, or such other address as shall be
            furnished in writing by like notice by any such party.

      8.3   Waiver. No waiver by a party of any breach of this Agreement by the
            other shall be deemed to be a waiver of any preceding or subsequent
            breach.

      8.4   Entire Agreement. This Agreement contains the entire understanding
            of the parties hereto with respect to the subject matter contained
            herein.

      8.5   No Third Party Beneficiaries. Each party hereto intends that this
            Agreement shall not benefit or create any right or cause of action
            in or on behalf of any person other than the parties hereto and the
            other persons executing this Agreement.

      8.6   "Force Majeure". Neither Party shall be considered to be in default
            in the performance of any obligations under this Agreement when a
            failure of performance shall be due to an uncontrollable force. The
            term "uncontrollable force," as used in this Agreement, shall mean
            an unanticipated event which is not reasonably within the control of
            the affected Party and which


                                       11
<PAGE>   12

            by exercise of reasonable due diligence, such affected Party could
            not reasonably have been expected to avoid, overcome or obtain or
            cause to be obtained a commercially reasonable substitute therefor.
            Such causes may include, without limitation, the following: flood,
            earthquake, tornado, storm, fire, explosion, public emergency, civil
            disobedience, labor dispute, labor or material shortage, sabotage,
            restraint by court order or public authority (whether valid or
            invalid), and action or non-action by or inability to obtain or keep
            the necessary authorizations or approvals from any governmental
            agency or authority; however, no Party shall be relieved of its
            obligations hereunder, if its failure of performance is due to
            removable or remediable causes which such Party fails to remove or
            remedy using commercially reasonable efforts within a reasonable
            time period. Either Party rendered unable to fulfill any of its
            obligations under this Agreement by reason of an uncontrollable
            force shall give prompt notice of such fact to the other, followed
            by written confirmation of that notice, and shall exercise due
            diligence to remove such inability with all reasonable dispatch. The
            provisions of this paragraph, however, shall not affect a Party's
            right to terminate this Agreement under the provisions of Paragraph
            6.3 above.

      8.7   Limitation of Liability. The exclusive measure of damages
            recoverable from claims arising from, under or in connection with
            the Agreement, whether arising by negligence, intended conduct or
            otherwise shall be limited to actual damages only and such damages
            shall be the sole and exclusive remedy hereunder and all other
            remedies or damages are waived. In no event shall any Party be
            liable for any incidental, consequential, punitive, exemplary or
            indirect damages, lost profits or other business interruption
            damages, lost or prospective profits, in tort, contract or
            otherwise. The provisions of this Paragraph 7.6 shall survive the
            termination of this Agreement.

      8.8   Amendment. This Agreement may not be changed orally, but only by an
            agreement in writing signed by the Party or parties to be charged
            thereby.

      8.9   Governing Law; Jurisdiction. This Agreement shall be governed by and
            construed in accordance with the law of New York, including its
            choice of law rules. Any judicial proceeding brought against any of
            the parties to this Agreement on any dispute arising out of this
            Agreement or any matter related hereto shall be brought in the
            courts of the State of New York in New York County or in the United
            States District Court for the Southern District of New York, and, by
            execution and delivery of this Agreement, each of the parties to
            this Agreement accepts for itself the jurisdiction of the aforesaid
            courts, irrevocably consents to the service of any and all process
            in any action or proceeding by the mailing of copies of such process
            to such Party at its address provided for the giving of notices
            under Section 13(c) above, and irrevocably agrees to be bound by any
            judgment rendered thereby in connection with this Agreement. Each
            Party hereto irrevocably waives to the fullest extent permitted by
            law any objection that it may now or hereafter have to the laying of
            the venue of any judicial proceeding brought in such courts and any
            claim that any such judicial proceeding has been brought in an
            inconvenient forum.

      8.10  No Partnership or Agency. This agreement does not constitute a joint
            venture or partnership by the parties, and each Party is entering
            into this Agreement as a principal and not as an agent of the other.

      8.11  Severability. This Agreement is intended to be performed in
            accordance with, and only to the extent permitted by, all applicable
            laws, ordinances, rules and regulations. In case any one or more of
            the provisions contained in this Agreement or any application
            thereof shall be invalid, illegal or unenforceable in any respect,
            the validity, legality and enforceability of the remaining
            provisions contained herein and any other application thereof shall
            not in any way be affected or


                                       12
<PAGE>   13

            impaired thereby, and the extent of such invalidity or
            unenforceability shall not be deemed to destroy the basis of the
            bargain among the parties as expressed herein, and the remainder of
            this Agreement and the application of such provision to other
            Persons or circumstances shall not be affected thereby, but rather
            shall be enforced to the greatest extent permitted by law.

      8.12  Section Headings. The section headings appearing in this Agreement
            are for convenience of reference only and are not intended, to any
            extent or for any purpose, to limit or define the text of any
            section.

      8.13  Counterparts. This Agreement may be executed in several counterparts
            and all counterparts so executed shall constitute one agreement
            binding on all the parties hereto, notwithstanding that all the
            parties are not signatory to the original or the same counterpart.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their respective duly authorized officers as of the date first written above.

Quintel Communications, Inc.

By: /s/
    -----------------------------
    Name: Jeffrey Schwartz
    Title: Chmn & CEO


LCS GOLF, INC.

By: /s/
    -----------------------------
    Name: Michael Mitchell
    Title: President


                                       13
<PAGE>   14

                                  SCHEDULE 1.5

                           Exclusive Quintel Products

Long distance telephone service
cellular telephone service
satellite dishes
mortgages
credit cards


                                       14
<PAGE>   15

                                  SCHEDULE 1.9

                                  LCSG WEBSITES

golfuniverse.com
golfpromo.net
playgolfnow.com
universecybermall.com


                                       15
<PAGE>   16

                                   SCHEDULE 4

                               Option Certificate


                                       16
<PAGE>   17

                                   SCHEDULE 4-1

                         Registration Rights Agreement

      THIS OPTION AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT
      BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR UNDER THE SECURITIES
      LAWS OF ANY STATE AND MAY NOT BE SOLD, ASSIGNED OR TRANSFERRED UNLESS
      REGISTERED UNDER SUCH ACT AND REGISTERED OR QUALIFIED UNDER APPLICABLE
      STATE SECURITIES LAWS, OR PURSUANT TO AN EXEMPTION FROM REGISTRATION OR
      QUALIFICATION THEREUNDER.


                                       17