Employment Agreement

     This  Employment  Agreement (the  "Agreement") is entered into by and among
Lawrence R. Van Etten, an individual  residing in the State of Florida and whose
social security  number is ###-##-####  ("Mr. Van Etten");  AmeriNet  Group.com,
Inc., a Delaware publicly held corporation with a class of securities registered
under  Section  12(g)  of the  Securities  Exchange  Act  of  1934,  as  amended
("AmeriNet"  and  the  "Exchange  Act,"  respectively,  AmeriNet  and all of its
subsidiaries,   whether  current  or  subsequently  formed  or  acquired,  being
collectively  hereinafter  referred to as the  "Consolidated  Corporation,"  and
AmeriNet and Mr. Van Etten being  sometimes  hereinafter  collectively to as the
"Parties" or generically as a "Party".

                                    Preamble:

     WHEREAS,  Michael  Jordan,  AmeriNet's  president  has advised its board of
directors that in light of its increased operating  activities,  AmeriNet should
consider  retaining a chief operating officer to actively oversee and coordinate
the day to day activities of its operating  subsidiaries,  and to more carefully
investigate the operations of its proposed acquisitions,  and has suggested that
AmeriNet  recruit a chief  operating  officer  with  substantial  experience  in
technical areas with which AmeriNet is  increasingly  involved and in management
of large numbers of employees and subordinates; and

     WHEREAS,  AmeriNet  has  directed  the Yankee  Companies,  Inc.,  a Florida
corporation  which serves as  AmeriNet's  strategic  consultant  ("Yankees")  to
recommend and individual  meeting the parameters  established by Mr. Jordan,  to
serve as its vice president and chief operating officer; and

     WHEREAS,   Yankees  has  conducted  an  executive  recruitment  search  and
recommended Mr. Van Etten to AmeriNet's board of directors based on his 35 years
of  experience  as an  executive  with IBM and past  experience  with him as the
president of a subsidiary during extremely difficult times at Colmena Corp.; and

     WHEREAS,  after  interviewing Mr. Van Etten,  AmeriNet's board of directors
has  determined  that  he has  impressive  credentials  and  experience  and has
requested  that he  serve as  AmeriNet's  vice  president  and  chief  operating
officer, at least through the end of the next fiscal year; and

     WHEREAS, Mr. Van Etten is agreeable to serving as AmeriNet's vice president
and chief operating officer on the terms and conditions hereinafter set forth:


     NOW,  THEREFORE,  in consideration  of the mutual  promises,  covenants and
agreements hereby  exchanged,  as well as of the sum of Ten ($10.00) Dollars and
other good and  valuable  consideration,  the receipt  and  adequacy of which is
hereby acknowledged, the Parties, intending to be legally bound, hereby agree as
follows:

                                   Witnesseth:

                                   ARTICLE ONE
                       TERM, RENEWALS, EARLIER TERMINATION

1.1      Term.

     Subject to the  provisions  set forth  herein,  the term of Mr. Van Etten's
employment  hereunder  shall be deemed to commence on first  business day of the
first week  following  the last date  appearing  on the  signature  page of this
Agreement  and  continue  until  June  30,  2001,  unless  extended  or  earlier
terminated by AmeriNet as hereinafter set forth.

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1.2      Renewals.

(A)      This Agreement shall be renewed automatically,  after expiration of the
         original term, on a continuing  annual basis,  unless the Party wishing
         not to renew this  Agreement  provides  the other  Party  with  written
         notice of its election not to renew ("Termination  Election Notice") on
         or before the 60th day prior to termination of the then current term.

(B)      In the event of  renewal,  the  provisions  hereof  shall  continue  in
         effect, subject to date based adjustments.

1.3      Earlier Termination.

     AmeriNet  shall have the right to  terminate  this  Agreement  prior to the
expiration of its Term or of any renewals thereof,  subject to the provisions of
Section 1.4, for the following reasons:

(a)      For Cause:

         (1)   AmeriNet  may  terminate  Mr. Van Etten's  employment  under this
               Agreement at any time for cause.

         (2)   Such termination  shall be evidenced by written notice thereof to
               Mr.  Van  Etten,   which  notice  shall  specify  the  cause  for
               termination.

         (3)   For purposes hereof, the term "cause" shall mean:

              (A)   The  inability of Mr. Van Etten,  through  sickness or other
                    incapacity, to discharge his duties under this Agreement for
                    21 or more  consecutive  days  or for a total  of 45 or more
                    days in a period of twelve consecutive months;

              (B)   The  refusal of Mr. Van Etten to follow  the  directions  of
                    AmeriNet's board of directors;

              (C)   Dishonesty;  theft; or conviction of a crime involving moral
                    turpitude;

              (D)   Material  default  in the  performance  of his  obligations,
                    services  or  duties   required   under  this  Agreement  or
                    materially breach of any provision of this Agreement,  which
                    default or breach has  continued for five days after written
                    notice of such default or breach.

(b)      Discontinuance of Business:

          In the event that AmeriNet discontinues  operating its business,  this
          Agreement  shall terminate as of the last day of the month on which it
          ceases operation with the same force and effect as if such last day of
          the  month  were  originally  set  as  the  termination  date  hereof;
          provided,  however,  that a  reorganization  of AmeriNet  shall not be
          deemed a termination of its business.

(c)      Death:

          This Agreement shall  terminate  immediately on Mr. Van Etten's death;
          however,  all accrued compensation at such time shall be promptly paid
          to Mr. Van Etten's estate.


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<PAGE>



1.4      Final Settlement.

     Upon  termination  of this  Agreement  and  payment to Mr. Van Etten of all
amounts due him hereunder, Mr. Van Etten or his representative shall execute and
deliver to the terminating entity on a form prepared by the terminating  entity,
a receipt for such sums and a release of all  claims,  except such claims as may
have been  submitted  pursuant to the terms of this  Agreement  and which remain
unpaid, and, shall forthwith tender to AmeriNet all records, manuals and written
procedures, as may be desired by it for the continued conduct of its business.


                                   ARTICLE TWO
                               SCOPE OF EMPLOYMENT

2.1      Retention.

     AmeriNet  hereby hires Mr. Van Etten and Mr. Van Etten hereby  accepts such
employment,  in accordance  with the terms,  provisions  and  conditions of this
Agreement.

2.2      General Description of Duties.

(a)      Mr. Van Etten shall be employed as vice  president and chief  operating
         officer of AmeriNet and shall  perform the duties  associated  with the
         position of president by AmeriNet's bylaws.

(b)      Without limiting the generality of the foregoing, Mr. Van Etten shall:

         (1)   Be responsible for development, implementation,  coordination and
               supervision  of  operating  systems  and  procedures  designed to
               improve and integrate the operations of AmeriNet's subsidiaries;

         (2)   Be responsible for supervision of all of AmeriNet's subsidiaries,
               for monitoring their performance and for implementing  directions
               thereto from AmeriNet's board of directors;

         (3)   Be  responsible  for  monitoring  the  attainment  by  AmeriNet's
               subsidiaries of their roles under  AmeriNet's  strategic plan and
               for suggesting and implementing improvements in their operations;

         (4)   Be responsible for personnel  recruitment and supervision and for
               reviewing  compensation  and  benefit  plans in order to  develop
               uniform standards and opportunities for all personnel employed by
               AmeriNet and its subsidiaries;

              (1)   Perform  such  other  duties  as  are  assigned  to  him  by
                    AmeriNet's  board of  directors  or  president,  subject  to
                    compliance   with  all   applicable   laws   and   fiduciary
                    obligations.

(c)      Mr. Van Etten covenants and agrees to perform his employment  duties in
         good faith and,  subject to the exception  specified in Section 2.4, to
         devote  substantially all of his business time,  energies and abilities
         to the proper and efficient management and execution of such duties.


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<PAGE>




2.3      Status.

(a)  Mr. Van Etten shall serve as a member of AmeriNet's  board of directors and
     of the board of directors  executive  committee,  as an officer of AmeriNet
     and as an  employee of AmeriNet  but shall have no  authority  to act as an
     agent thereof,  or to bind AmeriNet or its  subsidiaries  as a principal or
     agent thereof,  all such functions being reserved to its board of directors
     in compliance with the requirements of its constituent documents.

(b)  Mr. Van Etten  hereby  covenants  and agrees that he shall not hold himself
     out  as  an  authorized   agent  of  AmeriNet   unless  such  authority  is
     specifically  assigned  to him,  on a case by case  basis,  by its board of
     directors pursuant to a duly adopted resolution which remains in effect.

(c)  Mr. Van Etten hereby represents and warrants to AmeriNet that he is subject
     to no legal, self regulatory  organization (e.g.,  National  Association of
     Securities  Dealers,  Inc.'s  bylaws)  or  regulatory  impediments  to  the
     provision of the services  called for by this  Agreement,  or to receipt of
     the  compensation  called  for  under  this  Agreement  or any  supplements
     thereto;  and, Mr. Van Etten  hereby  irrevocably  covenants  and agrees to
     immediately  bring to the attention of AmeriNet any facts  required to make
     the foregoing  representation and warranty continuingly accurate throughout
     the term of this Agreement, or any supplements or extensions thereof.

2.4      Exclusivity.

     Mr. Van Etten shall, unless specifically otherwise authorized by AmeriNet's
board  of  directors,  on a  case  by  case  basis,  devote  his  business  time
exclusively to the affairs of AmeriNet;  provided, however, that AmeriNet hereby
recognizes that Mr. Van Etten is under an independent  consulting agreement with
Yankees that will in the event of a conflict with Mr. Van Etten's obligations to
AmeriNet,  supersede Mr. Van Etten's  duties to AmeriNet and hereby  consents to
his continuation in such roles as Yankees may from time to time assign to him.

2.5      Limitations on Services

(a)      The Parties recognize that certain responsibilities and obligations are
         imposed  by federal  and state  securities  laws and by the  applicable
         rules and regulations of stock exchanges,  the National  Association of
         Securities  Dealers,  Inc.,  in-house "due  diligence" or  "compliance"
         departments of Licensed  Securities Firms, etc.;  accordingly,  Mr. Van
         Etten agrees that he will not:

         (1)      Release any financial or other  material  information  or data
                  about AmeriNet  without the prior written consent and approval
                  of AmeriNet's General Counsel;

         (2)      Conduct any meetings with financial analysts without informing
                  AmeriNet's  General  Counsel and board of directors in advance
                  of the  proposed  meeting  and the  format  or  agenda of such
                  meeting.

(b)      In any  circumstances  where Mr. Van Etten is describing the securities
         of AmeriNet  to a third  party,  Mr. Van Etten  shall  disclose to such
         person any  compensation  received from AmeriNet to the extent required
         under any applicable laws, including, without limitation, Section 17(b)
         of the Securities Act of 1933, as amended.

(c)      In  rendering  his  services,  Mr. Van Etten shall not  disclose to any
         third  party  any  confidential  non-public  information  furnished  by
         AmeriNet or American Internet or otherwise  obtained by it with respect
         to AmeriNet,  except on a need to know basis, and in such case, subject
         to  appropriate  assurances  that such  information  shall not be used,
         directly  or  indirectly,  in any manner  that would  violate  state or
         federal prohibitions on insider trading of AmeriNet's securities.

                                      134


<PAGE>



(d)      Mr.  Van  Etten  shall  not  take  any  action  which  would in any way
         adversely  affect the reputation,  standing or prospects of AmeriNet or
         AmeriNet or which would cause AmeriNet to be in violation of applicable
         laws.


                                  ARTICLE THREE
                                  COMPENSATION

3.1      Compensation.

         As consideration for Mr. Van Etten's services to AmeriNet Mr. Van Etten
shall be entitled to:

(a)     (1)   (A)   Immediately   purchase   50,000   unregistered   shares   of
                    AmeriNet's  common  stock,  $0.01 par value per share,  at a
                    price of $0.60 per share; and

              (B)   An option  pursuant to Section 422 et. seq. of the  Internal
                    Revenue Code of 1986, as amended (the "Code") to purchase up
                    to 100,000  shares of AmeriNet's  common stock during the 36
                    month  period  commencing  at  the  end  of  the  365th  day
                    following   commencement   of  the  initial   term  of  this
                    Agreement, at an exercise price of $0.56 per share, the last
                    reported  price  paid  therefor  reported  on the  over  the
                    counter  electronic  bulletin board operated by the National
                    Association   of  Securities   Dealers,   Inc.,  a  Delaware
                    corporation and self regulatory organization registered with
                    the  Commission  under the Exchange  Act (the "OTC  Bulletin
                    Board"  and the  "NASD,"  respectively)  on the date of this
                    agreement, provided that:

                    1.  He  remains in the  employ of  AmeriNet  for a period of
                        not less than 365 consecutive days;

                    2.  He has not been discharged by AmeriNet for cause;

                    3.  He fully complies with the provisions of this Agreement,
                        including, without  limitation, the  confidentiality and
                        non-competition sections hereof;

         (2)      Mr. Van  Etten  hereby  represents,  warrants,  covenants  and
                  acknowledges that:

                  (A)      The  securities  being issued as  compensation  under
                           this  Agreement  (the  "Securities")  will be  issued
                           without  registration under the provisions of Section
                           5 of the Securities Act or the securities  regulatory
                           laws and  regulations  of the State of  Florida  (the
                           "Florida  Act")   pursuant  to  exemptions   provided
                           pursuant  to Section  4(6) of the Act and  comparable
                           provisions of the Florida Act;

                  (B)      Mr. Van Etten shall be responsible  for preparing and
                           filing any reports  concerning this  transaction with
                           the   Commission   and  with   Florida   Division  of
                           Securities,  and payment of any required  filing fees
                           (none being expected);

                  (C)      All of the Securities  will bear legends  restricting
                           their  transfer,  sale,  conveyance or  hypothecation
                           unless such  Securities are either  registered  under
                           the  provisions of Section 5 of the Act and under the
                           Florida Act, or an opinion of legal counsel,  in form
                           and  substance   satisfactory  to  legal  counsel  to
                           AmeriNet is provided to AmeriNet's General Counsel to
                           the effect that such  registration is not required as
                           a result of applicable exemptions therefrom;


                                      135
<PAGE>




                  (D)      AmeriNet's  transfer agent shall be instructed not to
                           transfer  any of the  Securities  unless the  General
                           Counsel for AmeriNet advises it that such transfer is
                           in compliance with all applicable laws;

                  (E)      Mr. Van Etten is acquiring the Securities for his own
                           account, for investment purposes only, and not with a
                           view to further sale or distribution; and

                  (F)      Mr.  Van  Etten  or  his   advisors   have   examined
                           AmeriNet's  books  and  records  and  questioned  its
                           officers and  directors as to such matters  involving
                           AmeriNet as he deemed appropriate.

(b)      In addition to the compensation described above:

         (1)   In the event that Mr. Van Etten arranges or provides  funding for
               the Consolidated  Corporation on terms more beneficial than those
               reflected in the  Consolidated  Corporation's  current  principal
               financing  agreements,  copies  of which are  included  among the
               Consolidated  Corporation's  records  available through the SEC's
               EDGAR web site, Mr. Van Etten shall be entitled, at its election,
               to either:

               (A)  A fee equal to 5% of such savings, on a continuing basis; or

               (B)  If equity  funding is provided  through Mr. Van Etten or any
                    affiliates  thereof, a discount of 5% from the bid price for
                    the subject equity securities,  if they are issuable as free
                    trading securities, or, a discount of 25% from the bid price
                    for the subject equity  securities,  if they are issuable as
                    restricted  securities  (as the term  restricted is used for
                    purposes of SEC Rule 144); and

               (C)  If  equity   funding  is  arranged   for  the   Consolidated
                    Corporation  by Mr. Van Etten and AmeriNet is not  obligated
                    to  pay  any  other  source   compensation   in  conjunction
                    therewith,  other  than the  normal  commissions  charged by
                    broker   dealers  in  securities  in  compliance   with  the
                    compensation guidelines of the NASD, the Mr. Van Etten shall
                    be  entitled  to a  bonus  in a sum  equal  to 5% of the net
                    proceeds of such funding.

         (2)      In the event that Mr.  Van Etten  generates  business  for the
                  Consolidated   Corporation,   then,  on  any  sales  resulting
                  therefrom,  Mr. Van Etten shall be  entitled  to a  commission
                  equal  to 5% of the net  income  derived  by the  Consolidated
                  Corporation therefrom, on a continuing basis.

3.2      Benefits

     Mr. Van Etten shall be entitled to any benefits generally made available to
all other employees (rather than to a specified employee or group of employees).

                                      136

<PAGE>


3.3      Indemnification.

     AmeriNet will defend,  indemnify  and hold Mr. Van Etten  harmless from all
liabilities,  suits,  judgments,  fines,  penalties or  disabilities,  including
expenses  associated   directly,   therewith  (e.g.  legal  fees,  court  costs,
investigative  costs,  witness fees, etc.) resulting from any reasonable actions
taken by him in good  faith  on  behalf  of the  Consolidated  Corporation,  its
affiliates  or for other  persons  or  entities  at the  request of the board of
directors  of  AmeriNet,  to  the  fullest  extent  legally  permitted,  and  in
conjunction therewith, shall assure that all required expenditures are made in a
manner  making  it  unnecessary  for Mr.  Van  Etten to incur  any out of pocket
expenses;  provided,  however, that Mr. Van Etten permits AmeriNet to select and
supervise all per sonnel  involved in such defense and that Mr. Van Etten waives
any  conflicts  of  interest  that such  personnel  may have as a result of also
representing AmeriNet,  their stockholders or other personnel and agrees to hold
them harmless from any matters  involving  such  representation,  except such as
involve fraud or bad faith.

3.4      Non-accountable Expense Allowance

     Mr.  Van Etten  shall be  entitled  to a $500 per  month,  non-accountable,
non-refundable expense allowance.


                                  ARTICLE FOUR
                                SPECIAL COVENANTS

4.1      Confidentiality.

(a)  Mr.  Van Etten  acknowledges  that,  in and as a result  of his  employment
     hereunder,  he will be developing  for AmeriNet,  making use of,  acquiring
     and/or adding to, confidential information of special and unique nature and
     value  relating  to such  matters as  AmeriNet's  trade  secrets,  systems,
     procedures,  manuals, confidential reports, personnel resources,  strategic
     and tactical plans, advisors, clients, investors and funders; consequently,
     as material  inducement to the entry into this  Agreement by AmeriNet,  Mr.
     Van Etten hereby  covenants and agrees that he shall not, at anytime during
     or following the terms of his employment hereunder, directly or indirectly,
     personally use,  divulge or disclose,  for any purpose  whatsoever,  any of
     such  confidential  information  which has been obtained by or disclosed to
     him as a result of his employment by AmeriNet, or AmeriNet's affiliates.

(b)  In the event of a breach or  threatened  breach by Mr.  Van Etten of any of
     the  provisions  of this Section 4.1,  AmeriNet,  in addition to and not in
     limitation of any other rights,  remedies or damages available to AmeriNet,
     whether at law or in equity, shall be entitled to a permanent injunction in
     order to prevent or to restrain any such breach by Mr. Van Etten, or by Mr.
     Van  Etten's  partners,  agents,  repre  sentatives,  servants,  employers,
     employees,  affiliates  and/or any and all persons  directly or  indirectly
     acting for or with him.

4.2      Special Remedies.

     In view of the irreparable harm and damage which would undoubtedly occur to
AmeriNet as a result of a breach by Mr. Van Etten of the covenants or agreements
contained in this Article Four, and in view of the lack of an adequate remedy at
law to protect AmeriNet's  interests,  Mr. Van Etten hereby covenants and agrees
that  AmeriNet  shall have the following  additional  rights and remedies in the
event of a breach hereof:

(a)  Mr. Van Etten  hereby  consents to the  issuance of a permanent  injunction
     enjoining him from any violations of the covenants set forth in Section 4.1
     hereof; and

(b)  Because it is impossible to ascertain or estimate the entire or exact cost,
     damage  or  injury  which  AmeriNet  may  sustain  prior  to the  effective
     enforcement of such  injunction,  Mr. Van Etten hereby covenants and agrees
     to pay  over to  AmeriNet,  in the  event he  violates  the  covenants  and
     agreements contained in Section 4.2 hereof, the greater of:

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<PAGE>



     (i)  Any  payment or  compensation  of any kind  received by him because of
          such violation before the issuance of such injunction, or

    (ii)  The sum of One Thousand  ($1,000.00) Dollars per violation,  which sum
          shall be  liquidated  damages,  and not a  penalty,  for the  injuries
          suffered by AmeriNet as a result of such violation, the Parties hereto
          agreeing  that  such  liquidated  damages  are  not  intended  as  the
          exclusive remedy available to AmeriNet for any breach of the covenants
          and agreements  contained in this Article Four,  prior to the issuance
          of such  injunction,  the Parties  recognizing  that the only adequate
          remedy to protect  AmeriNet  from the injury  caused by such  breaches
          would be injunctive relief.

4.3      Cumulative Remedies.

     Mr. Van Etten  hereby  irrevocably  agrees that the  remedies  described in
Section 4.3 hereof shall be in addition to, and not in limitation of, any of the
rights or remedies to which AmeriNet is or may be entitled to, whether at law or
in equity, under or pursuant to this Agreement.

4.4      Acknowledgment of Reasonableness.

     Mr. Van Etten  hereby  represents,  warrants and  acknowledges  that he has
carefully read and  considered  the provisions of this Article Four and,  having
done so, agrees that the  restrictions  set forth herein are fair and reasonable
and are reasonably required for the protection of the interests of AmeriNet, its
officers, directors and other employees;  consequently, in the event that any of
the  above-described  restrictions  shall be held  unenforceable by any court of
competent jurisdiction,  Mr. Van Etten hereby covenants, agrees and directs such
court to substitute a reasonable judicially  enforceable  limitation in place of
any  limitation  deemed  unenforceable  and, Mr. Van Etten hereby  covenants and
agrees that if so modified,  the covenants  contained in this Article Four shall
be as fully  enforceable  as if they had been set forth  herein  directly by the
Parties.  In  determining  the nature of this  limitation,  Mr. Van Etten hereby
acknowledges,  covenants  and agrees that it is the intent of the Parties that a
court adjudicating a dispute arising hereunder recognize that the Parties desire
that this  covenant  not to compete be imposed and  maintained  to the  greatest
extent possible.

4.5      Unauthorized Acts.

     Mr. Van Etten  hereby  covenants  and agrees that he will not do any act or
incur any  obligation  on behalf of AmeriNet  or  American  Internet of any kind
whatsoever,   except  as  authorized  by  its  board  of  directors  or  by  its
stockholders pursuant to duly adopted stockholder action.

4.6      Covenant not to Disparage

     Mr. Van Etten hereby irrevocably  covenants and agrees that during the term
of this  Agreement  and after its  termination,  he will refrain from making any
remarks  that  could  be  construed  by  anyone,  under  any  circumstances,  as
disparaging,  directly  or  indirectly,  specifically,  through  innuendo  or by
inference,  whether or not true, about the Consolidated Company, its constituent
members,  or  their  officers,  directors,  stockholders,  employees,  agent  or
affiliates,  whether  related to the business of the  Consolidated  Company,  to
other business or financial matters or to personal matters.

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<PAGE>



                                  ARTICLE FIVE
                                  MISCELLANEOUS

5.1      Notices.

(a)      All  notices,  demands or other  communications  hereunder  shall be in
         writing,  and unless otherwise  provided,  shall be deemed to have been
         duly given on the first  business day after  mailing by  registered  or
         certified mail, return receipt requested, postage prepaid, addressed as
         follows:

                                To Mr. Van Etten:

    Lawrence R. Van Etten: 1601 North 15th Terrace; Hollywood, Florida 34431
               Telephone (954) 929-9860; Facsimile (954) 929-0284;
                         e-mail larry@amerinetgroup.com

                                  To AmeriNet:

                            AmeriNet Group.com, Inc.
            The Crystal Corporate Center; 2500 North Military Trail,
                     Suite 225-C; Boca Raton, Florida 33431
Telephone (561) 998-2025, Fax (561) 998-3425; and, e-mail carrington@flinet.com;
           Attention: David K. Cantley, Vice President; with a copy to

                    George Franjola, Esquire; General Counsel
                            AmeriNet Group.com, Inc.
                   1941 Southeast 51st Terrace; Ocala, Florida
        34471 Telephone (352) 694-6661, Fax (352) 694-1325; and, e-mail,
                          tyclegal@atlantic.net; and to

                           The Yankee Companies, Inc.
            The Crystal Corporate Center; 2500 North Military Trail,
                      Suite 225; Boca Raton, Florida 33431
Telephone (561) 998-2025, Fax (561) 998-3425; and, e-mail carrington@flinet.com;
                   Attention: Leonard Miles Tucker, President

         or such  other  address  or to such  other  person as any  Party  shall
         designate to the other for such purpose in the manner  hereinafter  set
         forth.

(b)   (1) The Parties acknowledge that Yankees serves as a strategic  consultant
          to  AmeriNet  and has  acted  as  scrivener  for the  Parties  in this
          transaction  but that  Yankees  is  neither  a law firm nor an  agency
          subject to any professional regulation or oversight.

      (2) Because of the inherent  conflict of interests  involved,  Yankees has
          advised all of the Parties to retain  independent legal and accounting
          counsel to review this  Agreement  and its exhibits  and  incorporated
          materials on their behalf.

(c)  The  decision  by any Party not to use the  services  of legal  counsel  in
     conjunction with this  transaction  shall be solely at their own risk, each
     Party  acknowledging  that  applicable  rules of the  Florida  Bar  prevent
     AmeriNet's  general  counsel,   who  has  reviewed,   approved  and  caused
     modifications on behalf of AmeriNet,  from  representing  anyone other than
     AmeriNet in this transaction.


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5.2      Amendment.

(a)  No modification,  waiver, amendment,  discharge or change of this Agreement
     shall be valid  unless  the same is in  writing  and  signed  by the  Party
     against which the  enforcement  of said  modification,  waiver,  amendment,
     discharge or change is sought.

(b)  This  Agreement  may not be  modified  without the consent of a majority in
     interest of AmeriNet's stockholders.

5.3      Merger.

(a)  This instrument  contains all of the  understandings  and agreements of the
     Parties with respect to the subject matter discussed herein.

(b)  All prior  agreements  whether written or oral, are merged herein and shall
     be of no force or effect.

5.4      Survival.

     The  several  representations,  warranties  and  covenants  of the  Parties
contained  herein  shall  survive the  execution  hereof and shall be  effective
regardless of any investigation  that may have been made or may be made by or on
behalf of any Party.

5.5      Severability.

     If any provision or any portion of any provision of this Agreement,  or the
application  of  such  provision  or  any  portion  thereof  to  any  person  or
circumstance  shall be held invalid or unenforceable,  the remaining portions of
such provision and the remaining provisions of this Agreement or the application
of  such  provision  or  portion  of  such  provision  as  is  held  invalid  or
unenforceable to persons or  circumstances  other than those to which it is held
invalid or unenforceable, shall not be effected thereby.

5.6      Governing Law and Venue.

     This Agreement  shall be construed in accordance with the laws of the State
of  Florida  but any  proceeding  arising  between  the  Parties  in any  matter
pertaining or related to this Agreement  shall, to the extent  permitted by law,
be held in Broward County, Florida.

5.7      Litigation.

(a)      In any action  between  the Parties to enforce any of the terms of this
         Agreement  or  any  other  matter  arising  from  this  Agreement,  the
         prevailing  Party shall be entitled to recover its costs and  expenses,
         including   reasonable   attorneys'   fees  up  to  and  including  all
         negotiations,   trials  and  appeals,  whether  or  not  litigation  is
         initiated.

(b)      In the  event of any  dispute  arising  under  this  Agreement,  or the
         negotiation  thereof or inducements  to enter into the  Agreement,  the
         dispute shall,  at the request of any Party,  be  exclusively  resolved
         through the following procedures:

         (1)  (A)   First,  the issue shall be submitted  to mediation  before a
                    mediation service in Broward County, Florida, to be selected
                    by lot  from  six  alternatives  to be  provided,  three  by
                    AmeriNet and three by Mr. Van Etten.


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<PAGE>



              (B)   The mediation efforts shall be concluded within ten business
                    days after their initiation  unless the Parties  unanimously
                    agree to an extended mediation period;

         (2)      In the event that  mediation  does not lead to a resolution of
                  the  dispute  then at the  request of any Party,  the  Parties
                  shall  submit the  dispute to  binding  arbitration  before an
                  arbitration  service located in Broward County,  Florida to be
                  selected by lot, from six  alternatives to be provided,  three
                  by AmeriNet and three by Mr. Van Etten.

         (3)  (A)   Expenses  of  mediation  shall  be  borne  by  AmeriNet,  if
                    successful.

              (B)   Expenses of mediation,  if  unsuccessful  and of arbitration
                    shall be borne by the  Party  or  Parties  against  whom the
                    arbitration decision is rendered.

              (C)   If the  terms  of the  arbitral  award  do not  establish  a
                    prevailing   Party,   then  the  expenses  of   unsuccessful
                    mediation  and  arbitration  shall be borne  equally  by the
                    Parties.

5.8      Benefit of Agreement.

(a)  This  Agreement  may not be  assigned  by Mr. Van Etten  without  the prior
     written consent of AmeriNet.

(b)  Subject to the  restrictions on  transferability  and assignment  contained
     herein,  the terms and provisions of this  Agreement  shall be binding upon
     and  inure  to the  benefit  of the  Parties,  their  successors,  assigns,
     personal representative, estate, heirs and legatees.

5.9      Captions.

     The captions in this Agreement are for  convenience  and reference only and
in no way define,  describe,  extend or limit the scope of this Agreement or the
intent of any provisions hereof.

5.10     Number and Gender.

     All pronouns  and any  variations  thereof  shall be deemed to refer to the
masculine, feminine, neuter, singular or plural, as the identity of the Party or
Parties, or their personal representatives, successors and assigns may require.

5.11     Further Assurances.

     The Parties hereby agree to do,  execute,  acknowledge and deliver or cause
to be done,  executed or  acknowledged or delivered and to perform all such acts
and deliver  all such  deeds,  assignments,  transfers,  conveyances,  powers of
attorney, assurances, recipes, records and other documents, as may, from time to
time, be required herein to effect the intent and purposes of this Agreement.

5.12     Status.

     Nothing  in this  Agreement  shall  be  construed  or  shall  constitute  a
partnership, joint venture, agency, or lessor-lessee relationship;  but, rather,
the relationship established hereby is that of employer-employee in AmeriNet.

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<PAGE>


5.13     Counterparts.

(a)  This Agreement may be executed in any number of counterparts.

(b)  Execution by exchange of  facsimile  transmission  shall be deemed  legally
     sufficient to bind the signatory; however, the Parties shall, for aesthetic
     purposes,  prepare a fully  executed  original  version of this  Agreement,
     which  shall  be the  document  filed  with  the  Securities  and  Exchange
     Commission.

5.14     License.

(a)  This Agreement is the property of Yankees and the use hereof by the Parties
     is authorized hereby solely for purposes of this transaction.

(b)  The use of this form of  agreement  or of any  derivation  thereof  without
     Yankees' prior written permission is prohibited.

(c)  This Agreement shall not be more strictly  interpreted against any Party as
     a result of its authorship.


     *          *               *             *                *

     In Witness Whereof, the Parties have executed this Agreement,  effective as
of the last date set forth * below.

Signed, Sealed & Delivered
         In Our Presence
                                                               Mr. Van Etten
--------------------------

__________________________                            /s/ Lawrence R. Van Etten
                                                          Lawrence R. Van Etten
Dated:   May 22, 2000

                                                       AmeriNet Group.com, Inc.
                                                      a Delaware corporation
--------------------------

__________________________                        By:      /s/ David K. Cantley
                                               David K. Cantley, Vice President
         {CORPORATE SEAL}
                                                Attest:  /s/ Vanessa H. Lindsey
                                                 Vanessa H. Lindsey, Secretary
Dated:   May 22, 2000


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