Exhibit 10.1

THE SECURITIES  WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 (THE "1933 ACT") NOR REGISTERED UNDER ANY STATE
SECURITIES LAWS AND ARE "RESTRICTED  SECURITIES" AS THAT TERM IS DEFINED IN RULE
144,  UNDER THE 1933 ACT. THE  SECURITIES  MAY NOT BE OFFERED FOR SALE,  SOLD,OR
OTHERWISE  TRANSFERRED  EXCEPT PURSUANT TO AN EFFECTIVE  REGISTRATION  STATEMENT
UNDER THE 1933 ACT, OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933
ACT THE  AVAILABILITY  OF WHICH IS TO BE ESTABLISHED TO THE  SATISFACTION OF THE
COMPANY.

                   AGREEMENT FOR THE EXCHANGE OF COMMON STOCK

     Agreement  made  this  13th  day  of  May,  2009,  by  and  between  DoMark
International,  Inc.,  a Nevada  corporation,  OTCBB  DOMK (the  "Issuer"),  and
Victory Lane, LLC a Colorado  Corporation (the "Company"),  and the shareholders
of Company, (the "Shareholder").

     In  consideration of the mutual promises,  covenants,  and  representations
contained herein, and other good and valuable consideration,

     THE PARTIES HERETO AGREE AS FOLLOWS:

1. TERMS.

     Subject to the terms and conditions of this Agreement, the Issuer agrees:

     i.   That the total common shares issued and  outstanding  of the Issuer at
          Closing  shall be 100,000  Convertible  Preferred  Series A, and Forty
          Three Million Two Hundred Thousand (43,200,000) common shares.

     ii.  That the Issuer at Closing shall transfer to the  Shareholder,  shares
          of common stock of Issuer, $.001 par value, equivalent to the value of
          $10,000,000,  with the number of shares to be  determined  by dividing
          the 10 day average  closing  price of the Issuer  shares  prior to the
          date of closing into the sum of  $10,000,000,  in exchange for 100% of
          the issued and outstanding shares of Company,  such that Company shall
          become a wholly owned  subsidiary of the Issuer.  In addition,  Issuer
          agrees to issue to Shareholder  an additional  amount of common shares
          of  Issuer  pursuant  to an earn  out  agreement  beginning  with  the
          calendar year 2010 according to the following formula: Upon completion
          of the entire  construction  project  know as Victory Lane Georgia and
          the sale of inventory in the project, Management of Company represents
          and  warrants  that there will be a minimum net income after all costs
          of  approximately  $84 million.  Upon Company  achieving  said result,
          Issuer shall issue to  Shareholder  an additional 25 million shares of
          Issuer  common  stock.  In the event  the net  income is lees than $84
          million,  then the number of shares to be issued shall be adjusted pro
          rata.

     iii. That the Issuer requires the Company to:

          a)   Agree to the announcement of the transaction with the SEC on form
               8K  within  4  days  of  the  execution  of  this  agreement,  if
               applicable.
          b)   Execute  any and all  documentation  to reflect the intent of the
               parties that Company becomes a wholly owned subsidiary of Issuer.

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     iv.  That this  transaction  is  subject to  delivery  by the Issuer of all
          required documents pre and post closing to effectuate the transaction

     v.   That  Issuer  shall take all  necessary  corporate  actions so that at
          closing, all actions required of Issuer will be in accordance with the
          Bylaws of Issuer.

     2.  REPRESENTATIONS  OF ISSUER Issuer is in good standing under the laws of
Nevada, and has all necessary  corporate powers to own properties and carry on a
business,  and is duly  qualified  to do  business  and is in good  standing  in
Nevada.  All actions taken by the  incorporators,  directors and shareholders of
Issuer have been valid and in accordance with the laws of the State of Nevada.

     i.   Capital.  The authorized capital stock of Issuer consists of 2 million
          shares of preferred  series A stock,  $.001 par value of which 100,000
          Shares are issued and outstanding,  and (200,000,000) shares of common
          stock, $.001 par value, of which  approximatley  44,156,000 shares are
          issued  and  outstanding.  All  outstanding  shares are fully paid and
          non-assessable, free of pre-emptive rights. At the Closing, there will
          be  no   outstanding   subscriptions,   options,   rights,   warrants,
          convertible securities,  or other agreements or commitments obligating
          Issuer to issue or to transfer from treasury any additional  shares of
          its  capital  stock,  except as may be  disclosed  in the  Issuer  SEC
          filings.

     ii.  SEC Reports. Issuer has filed all required forms, reports, statements,
          schedules  and  other  documents  with  the  Securities  and  Exchange
          Commission  ("SEC")  (collectively,  the  "Issuer SEC  Reports").  The
          financial  statements,  including  all  related  notes and  schedules,
          contained  in the Issuer SEC Reports  (or  incorporated  by  reference
          therein) fairly present the consolidated  financial position of Issuer
          as at the  respective  dates thereof and the  consolidated  results of
          operations  and cash  flows of Issuer  for the  periods  indicated  in
          accordance  with generally  accepted  accounting  principles  ("GAAP")
          applied on a consistent  basis throughout the periods involved (except
          for changes in accounting  principles  disclosed in the notes thereto)
          and  subject in the case of  interim  financial  statements  to normal
          year-end  adjustments  and the absence of notes.  For purposes of this
          Agreement, the balance sheet of Issuer as of last filing date prior to
          Closing,  is referred to as the  "Issuer  Balance  Sheet" and the date
          thereof is referred to as the "Issuer Balance Sheet Date".

     iii. Absence of Changes. Since the Issuer Balance Sheet Date, there has not
          been any change in the  financial  condition or  operations of Issuer,
          except changes in the ordinary course of business,  which changes have
          not in the aggregate been materially adverse to Issuer.

     iv.  Liabilities.  Issuer does not have any debt, liability,  or obligation
          of any nature, whether accrued,  absolute,  contingent,  or otherwise,
          and whether due or to become due, that is not reflected on the Issuers
          Balance Sheet and  schedules  contained in the Issuer's SEC filings at
          www.sec.gov.  Issuer is not aware of any material pending, threatened,
          or asserted claims,  lawsuits or contingencies involving Issuer or its

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          common stock.  There is no material dispute of any kind between Issuer
          and any third  party,  and no such  dispute  will exist at Closing not
          fully disclosed to Company at closing.

     v.   Ability to Carry Out  Obligations.  Issuer has the right,  power,  and
          authority  to enter  into  and  perform  its  obligations  under  this
          Agreement.  The execution and delivery of this Agreement by Issuer and
          the performance by Issuer of its obligations hereunder will not cause,
          constitute,  or conflict with or result in (a) any breach or violation
          or any of the provisions of or constitute a default under any license,
          indenture,  mortgage, charter, instrument,  articles of incorporation,
          bylaw, or other agreement or instrument to which Issuer is a party, or
          by which it may be bound, nor will any consents or  authorizations  of
          any party other than those hereto be required, (b) an event that would
          cause  Issuer to be liable to any  party,  or (c) an event  that would
          result in the creation or imposition of any lien, charge,  encumbrance
          on any asset of Issuer.

     vi.  Full Disclosure.  None of the  representations  and warranties made by
          the  Issuer in this  Agreement,  contains  any untrue  statement  of a
          material  fact,  or omit any material fact the omission of which would
          be misleading.

     vii. Contract and Leases.  Issuer is currently carrying on its business and
          is not a party to  contracts,  agreements,  or lease  other than those
          items  disclosed on the Issuer Balance Sheet.  No person holds a power
          of attorney from Issuer.

     viii.Compliance  with  Laws.  To the  best  of its  knowledge,  Issuer  has
          complied  with all  federal,  state,  and local  statutes,  laws,  and
          regulations pertaining to Issuer. To the best of its knowledge, Issuer
          has complied with all federal and state  securities laws in connection
          with the issuance, sale, and distribution of its securities.

     ix.  Litigation.  Issuer  is not  (and  has  not  been),  except  as may be
          disclosed  in the Issuers SEC filings and press  releases,  a party to
          any material suit, action, arbitration, or legal,  administrative,  or
          other proceeding, or pending governmental  investigation.  To the best
          knowledge  of the  Issuer,  there is no basis  for any such  action or
          proceeding  and no such action or  proceeding  is  threatened  against
          Issuer, and Issuer is not subject to or in default with respect to any
          order, writ,  injunction,  or decree of any federal,  state, local, or
          foreign  court,   department,   agency,  or  instrumentality.   Issuer
          represents  and  warrants  that  there are no  outstanding  judgments,
          material lawsuits or material claims against the Issuer as of the date
          of this agreement.

     x.   Conduct  of  Business.  From  the  Issuer  Balance  Sheet  Date to the
          Closing,  Issuer has conducted its business in the normal course,  and
          has not (1) sold, pledged,  or assigned any assets,  other than in the
          ordinary   course  of  business;   (2)  amended  its   Certificate  of
          Incorporation or ByLaws; (3) declared dividends;  (4) redeemed or sold
          stock or other securities; (5) incurred any liabilities, other than in
          the  ordinary  course of  business;  (6)  acquired  or disposed of any
          assets,  other than in the ordinary  course of  business;  (7) entered
          into any contract,  other than in the ordinary course of business; (8)

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          guaranteed  obligations  of any third  party;  or (9) entered into any
          other transaction, other than in the ordinary course of business.

     xi.  Documents.  All minutes,  consents,  or other documents  pertaining to
          Issuer to be  delivered  at Closing  shall be valid and in  accordance
          with the laws of the State of Nevada.

     xii. Title.  At the  Closing  all  shares  issued to  Shareholder  shall be
          non-assessable;  and  (ii)  free  and  clear  of all  liens,  security
          interests,  pledges, charges, claims, encumbrances and restrictions of
          any kind. There is no applicable  local,  state, or federal law, rule,
          regulation,  or decree which would, as a result of the issuance of the
          Shares to Shareholder,  impair,  restrict, or delay Shareholder voting
          rights with respect to the Issuer Shares.

     xiii.Brokers.  Issuer  has not  retained  any  Broker  or  finder  to which
          compensation would be due in connection with this transaction.

     3.  REPRESENTATIONS  AND  WARRANTIES  OF COMPANY.  Company  represents  and
warrants to Issuer the following:

     i.   Organization.  The Company is a corporation  duly  organized,  validly
          existing,  and in  good  standing  under  the  laws  of the  State  of
          Colorado,  and it has all necessary corporate powers to own properties
          and carry on a business,  and is duly  qualified to do business and is
          in good standing in the jurisdictions where qualification is required,
          including Georgia. All actions taken by the incorporators,  directors,
          and stockholders of Company have been valid and in accordance with the
          laws of the State of Colorado.

     ii.  Capital.  The  authorized  capital  stock of Company  consists  of 100
          shares of common  stock,  0 par value,  of which 100 shares are issued
          and outstanding  (the "Shares").  The Shareholders are the sole record
          and  beneficial  owners of the  Shares  and have sole  management  and
          dispositive power over the Shares.  The Shares were validly issued and
          are fully paid,  non-assessable  and free of  pre-emptive  rights.  At
          Closing, there will be no outstanding subscriptions,  options, rights,
          warrants,  convertible securities,  or other agreements or commitments
          obligating  the  Company to issue or to  transfer  from  treasury  any
          additional shares of its capital stock.

     iii. Financial  Statements.  Company shall provide Issuer at closing with a
          current  balance sheet and income  statement,  and reviewed  financial
          statements  for the periods  ending  12-31-07  and 12-31-08 as well as
          supporting  schedules,  all according to GAAP. Issuer shall engage its
          auditor after closing to perform the necessary  audits  required under
          the rules and  regulations of the Securities and Exchange  Commission.
          Audited financials on an 8Ka must be filed with the SEC within 75 days
          of closing of this  transaction.  Company  agrees to take all steps to

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          insure  that the  auditor  has full  access to the  Company  books and
          records in order to timely file the reports  required  under the rules
          of the SEC.

     iv.  Absence  of  Changes.   Since  the  date  of  the  Company   financial
          statements,  there has not been any change in the financial  condition
          or operations  of Company,  except  changes in the ordinary  course of
          business.

     v.   Liabilities.  Company does not have any debt, liability, or obligation
          of any nature, whether accrued,  absolute,  contingent,  or otherwise,
          and  whether  due or to  become  due,  that  is not  reflected  on the
          Financial  Statements  provided to Issuer at  closing.  Company is not
          aware of any  pending,  threatened,  or asserted  claims,  lawsuits or
          contingencies  involving its capital  stock.  Company  agrees that the
          debts listed  under the  liabilities  section of the balance  sheet of
          Company,  except  for the  first  mortgage  on the  property,  will be
          assumed  by  Legacy  Development,  LLC and  will be  removed  from the
          balance sheet of Company.

     vi.  Ability to Carry Out  Obligations.  Company has the right,  power, and
          authority  to enter  into  and  perform  its  obligations  under  this
          Agreement. The execution and delivery of this Agreement by Company and
          the  performance  by Company  of its  obligations  hereunder  will not
          cause,  constitute,  or  conflict  with or result in (a) any breach of
          violation or any of the  provisions  of or  constitute a default under
          any license,  indenture,  mortgage, charter,  instrument,  articles of
          incorporation,  bylaw,  or  other  agreement  or  instrument  to which
          Company is a party, or by which either of them may be bound,  nor will
          any consents or authorizations of any party other than those hereto be
          required;  (b) an event that would  cause  Company to be liable to any
          party; or (c) an event that would result in the creation or imposition
          of any lien, charge, encumbrance on any asset of Company.

     vii. Full Disclosure.  None of the  representations  and warranties made by
          Company  herein  contains any untrue  statement of a material fact, or
          omits any material fact the omission of which would be misleading.

     viii.Compliance  with  Laws.  Company  has  complied  with,  and  is not in
          violation  of any  federal,  state,  or  local  statute,  law,  and/or
          regulation  pertaining to them.  Company has complied with all federal
          and state  securities laws in connection with the issuance,  sale, and
          distribution of its securities.

     ix.  Litigation. Company is not (and has never been, except as disclosed to
          Issuer)  a  party  to  any  suit,  action,   arbitration,   or  legal,
          administrative,   or  other   proceeding,   or  pending   governmental
          investigation. To the best knowledge of Company, there is no basis for
          any such  action or  proceeding  and no such action or  proceeding  is
          threatened  against  Company,  and  Company  is not  subject  to or in

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          default with respect to any order, wit,  injunction,  or decree of any
          federal,  state,  local,  or foreign  court,  department,  agency,  or
          instrumentality.

     x.   Conduct of Business.  From the date of Company financial statements to
          the Closing  Date,  Company has  conducted  its business in the normal
          course,  and has not (1) sold,  pledged,  or assigned any assets other
          than in the ordinary  course of business;  (2) amended its Certificate
          of Incorporation or Bylaws;  (3) declared  dividends;  (4) redeemed or
          sold  stock or other  securities  except  in the  ordinary  course  of
          business;  (5) incurred any  liabilities not in the ordinary course of
          business;  (6)  acquired or  disposed of any assets  other than in the
          ordinary course of business;  (7) entered into any contract other than
          in the ordinary course of business;  (8) guaranteed obligations of any
          third party; or (9) entered into any other  transactions other than in
          the ordinary course of business.

     xi.  Documents.  All minutes,  consents,  or other documents  pertaining to
          Company and to be delivered by Company to Issuer, are true,  complete,
          and correct, and are valid and in accordance with applicable law.

     xii. Title.  The Shares of Company to be  delivered  to Issuer  will be, at
          closing,  free and clear of all liens,  security  interests,  pledges,
          charges,  claims,  encumbrances  and restrictions of any kind. None of
          the Shares are  subject to any voting  trust or  agreement.  No person
          holds or has the right to receive any proxy or similar instrument with
          respect to the Shares,  except as provided in this Agreement.  Company
          is not a party to any  agreement  that  offers or grants to any person
          the  right to  purchase  or  acquire  any of the  Shares.  There is no
          applicable local, state, or federal law, rule,  regulation,  or decree
          which  would,  as a result of the  transfer  of the  Shares to Issuer,
          impair,  restrict, or delay Issuer's voting rights with respect to the
          Shares.

     xiii.Counsel.  Company and Shareholder  represent and warrant that prior to
          Closing,  that they are represented by independent counsel or have had
          the  opportunity  to retain  independent  counsel to represent them in
          this  transaction  and that prior to Closing,  Counsel for the Company
          and  Shareholder  has not  represented  either the Issuer or  Issuer's
          stockholders in any manner whatsoever known to the Company.

     xiv. Brokers.  Company  and/or  Shareholders  have not retained a broker in
          connection with this transaction.

     xv.  Conflicts of Interests of Issuer Company and Shareholder have reviewed
          and understand the conflicts of interests,  if any, between the Issuer
          and its  officers and  directors  as disclosed in the Issuers  filings
          with the SEC, if any.

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     4. INVESTMENT INTENT.

     i.   Restricted Shares.  Shareholder understands that (A) the Issuer Shares
          Shareholders  are receiving  from Issuer under this Agreement have not
          been  registered  under the  Securities  Act of 1933, as amended ("the
          Act") or the  securities  laws of any state,  based upon an  exemption
          from such  registration  requirements  pursuant to Section 4(2) of the
          Act; (B) the Issuer Shares are and will be "restricted securities", as
          said  term  is  defined  in  Rule  144 of the  Rules  and  Regulations
          promulgated  under the Act; and (C) the Issuer  Shares may not be sold
          or otherwise  transferred  unless  exemptions  from such  registration
          provisions  are  available  with respect to said resale or transfer or
          the shares have been registered under the Act.

     ii.  Transferability.  Shareholders will not sell or otherwise transfer any
          of the Issuer  Shares,  any interest  therein unless and until (A) the
          Issuer  Shares shall have first been  registered  under the Act and/or
          all applicable state  securities laws; or (B) Shareholders  shall have
          first delivered to Issuer a written opinion of counsel,  which counsel
          and opinion (in form and substance)  shall be reasonably  satisfactory
          to Issuer,  to the extent that the proposed sale or transfer is exempt
          from the  registration  provisions of the Act and all applicable state
          securities laws.

     iii. Investment  Intent.  Shareholders  are acquiring the Issuer Shares for
          Investment  purposes only,  without a view for resale or  distribution
          thereof.

     iv.  Legend. Shareholders understand that the certificates representing the
          Issuer Shares will bear the following legend:

          THE  SECURITIES   REPRESENTED  BY  THIS   CERTIFICATE  HAVE  NOT  BEEN
          REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED,  AND MAY NOT
          BE SOLD,  TRANSFERRED,  FURTHER  PLEDGED,  HYPOTHECATED  OR  OTHERWISE
          DISPOSED OF IN ABSENCE OF (I) AN EFFECTIVE  REGISTRATION STATEMENT FOR
          SUCH  SECURITIES  UNDER SAID ACT OR (II) AN OPINION OF COMPANY COUNSEL
          THAT SUCH REGISTRATION IS NOT REQUIRED.

     v.   Closing.  The  Closing  of the  share  exchange  and the  transactions
          contemplated  by this  Agreement  (the  "Closing")  shall  be upon the
          delivery of all documents and items as set forth herein required to be
          delivered  under this  agreement  including an  acceptable  employment
          agreement  between the Company and Patrick  Costello as President  and
          CEO,  and an  acceptable  agreement  between  the  Company  and Legacy
          Development,  LLC as to the  amount  to be paid  for  the 3  years  of
          development  costs of the project,  but in no event later than May 22,
          2009. Both parties to this agreement acknowledge that the closing date
          may be extended for 7 days by mutual  written  consent of the parties.
          In the  event  the  transaction  fails to close  for any  reason on or
          before May 22, 2009 or if extended May 29, 2009,  this  agreement will
          terminate  and  neither  party shall have any  liability  to the other
          party,  except  in  the  following  instance:  should  Company  obtain
          financing   through  any  source  introduced  by  Issuer  or  Issuer's
          representatives  after  the  termination  of this  agreement,  Company

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          agrees to  compensate  Issuer  with a cash  payment of  $1,000,000  at
          closing  plus 5% of the net income of the  project as  completed  on a
          monthly basis beginning  thirty days after any closing for the life of
          the  project  until its  completion.  Company  agrees  that Issuer may
          obtain an assignment of the proceeds and Company  agrees to execute an
          assignment for the benefit of Issuer to be delivered to closing agent.

     5. Documents to be Delivered at Closing.

     i.   By Issuer:

          (1)  Resolution of the Board of Directors  authorizing the issuance of
               a  certificate  for the  number  of  shares  to be  delivered  to
               Shareholders and a resolution approving the transaction.

          (2)  Certificate  for the number of Issuer  shares  registered  in the
               name of the shareholders of Company.

          (3)  Such other  resolutions of Issuer  directors as may reasonably be
               required by Company and Shareholders.

          (4)  Such  other  agreements   relating  to  the  transaction  as  may
               reasonably be required by the Company or Shareholder  including a
               mutually acceptable  employment agreement between the Company and
               Patrick Costello,  a mutually acceptable agreement between Legacy
               Development, LLC and the Company.

          (5)  Copy of a draft press release for review and approval.

          (6)  A  Certificate  of Good  Standing  from the state of  Nevada  and
               Florida.

          (7)  A draft copy of the 8K to be filed with the SEC.

     By Company and Shareholders:

          (8)  Delivery  to the  Issuer,  certificates  evidencing  the  Company
               Shares,  and  such  stock  powers  as are  required  in  order to
               transfer to Issuer good and marketable title to the Shares.

          (9)  Resolution  by the Board of  Directors of Company  approving  the
               transaction.

          (10) Copies of the basic corporate  records,  Company shall retain all
               other records at its current principal address.

          (11) A  certificate  of good  standing  from the State of Colorado and
               Georgia.

          (12) Such  other  resolutions  of  Company  and  Shareholders   and/or
               directors as may reasonably be required by Issuer.

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          (13) Such other  agreements and documents  relating to the transaction
               as may reasonably be required by the Issuer.

          (14) A current Financial  Statement including balance sheet and income
               statement dated as of May 15, 2009.

          (15) An  assumption  agreement  of the debts to be  assumed  by Legacy
               Development, LLC at closing.

          (16) The sum of  $100,000  at closing  but  regardless  of the closing
               date,  in no event later than May 22, 2009 which  represents  the
               June  payment on the first  mortgage  and  operating  expenses of
               Company.  It is agreed  and  understood  that  these sums will be
               reimbursed  to Company upon the closing of the  financing for the
               project  from the  first  drawdown  or  bridge  loan as funds are
               available.  Issuer shall assume and be  responsible  for the loan
               payment  due the first  lien  holder on July 1, 2009 and for each
               payment that comes due thereafter..

     7.  ARBITRATION.  Any  controversy or claim arising out of, or relating to,
this Agreement, or the making,  performance, or interpretation thereof, shall be
settled by  arbitration  in Orlando,  Florida in accordance  with the Commercial
Rules of the American  Arbitration  Association  then  existing.  The arbitrator
assigned  shall  have  authority  and power to decide all  arbitratible  issues.
Judgment  on  the  arbitration   award  may  be  entered  in  any  court  having
jurisdiction over the subject matter of the controversy. The prevailing party in
such claim or controversy shall be entitled to recover all costs and expenses of
such claim or controversy,  including  attorney's  fees from the  non-prevailing
party.

     8. POST-CLOSING AGREEMENTS.

     i.   Further  Assurances.  The parties shall execute such further documents
          and perform  such  further  acts,  as may be  necessary  to effect the
          transactions  contemplated  hereby,  on the terms herein contained and
          otherwise to comply with the terms of this Agreement,  provided, that,
          except as contemplated  by this Agreement,  no party shall be required
          to waive any right or incur an obligation in connection therewith.

     ii.  Indemnification  of  Directors  and  Officers.  For at least seven (7)
          years after the Closing Date,  Issuer shall (a) maintain in effect the
          current  provisions  regarding  the  indemnification  of officers  and
          directors  contained  in Issuer's  Certificate  of  Incorporation  and
          Bylaws;  provided,  however,  Issuer  may  adopt  new  indemnification
          provisions  no less  favorable  than the current  provisions as to the
          persons who served as  directors  and  officers of Issuer prior to the
          Closing  Date;  and (b)  indemnify the persons who served as directors
          and officers of Issuer prior to the Closing Date to the fullest extent
          to which Issuer is permitted to indemnify  such officers and directors

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          under its Certificate of  Incorporation  and ByLaws and applicable law
          as in effect immediately prior to the Closing Date.

     iii. Press Release  Issuer,  Company and  Shareholder  agree that no public
          announcement  of the specifics of this  transaction or a disclosure of
          the  parties to this  agreement  will be made until the 8K filing with
          the SEC is completed and on record if  applicable.  The parties hereto
          agree  that they will take  steps to  insure  that this  provision  is
          adhered to by Issuer and Shareholder principal,  employees, agents and
          representatives.

     9. Miscellaneous.

     i.   Captions and Headings.  The headings throughout this Agreement are for
          convenience  and  reference  only,  and  shall in no way be  deemed to
          define,  limit,  or add to  the  meaning  of  any  provision  of  this
          Agreement.

     ii.  No Oral Change.  This  Agreement and any  provision  hereof may not be
          waived,  changed,  modified,  or  discharged  orally,  but  only by an
          agreement in writing  signed by the party against whom  enforcement of
          any waiver, change, modification, or discharge is sought.

     iii. Non Waiver.  Except as otherwise  expressly provided herein, no waiver
          of any covenant,  condition,  or provision of this Agreement  shall be
          deemed to have been made unless expressly in writing and signed by the
          party against whom such waiver is charged;  and (1) the failure of any
          party to insist in any one or more cases upon the  performance  of any
          of the  provisions,  covenants,  or conditions of this Agreement or to
          exercise  any option  herein  contained  shall not be  construed  as a
          waiver  or  relinquishment  for the  future  of any  such  provisions,
          covenants,  or  conditions;  (2) the  acceptance of performance of any
          thing required by this Agreement to be performed with knowledge of the
          breach or failure of a covenant,  condition, or provision hereof shall
          not be deemed a waiver of such breach or failure; and (3) no waiver of
          any party of one  breach by  another  party  shall be  construed  as a
          waiver with respect to any subsequent breach.

     iv.  Time of Essence.  Time is of the essence of this Agreement and of each
          and every provision hereof.

     v.   Entire  Agreement.  This Agreement  contains the entire  Agreement and
          understanding  between the parties  hereto,  and  supersedes all prior
          agreements and understandings.

     vii. Notices.  All notices,  requests,  demands,  and other  communications
          under this  Agreement  shall be in writing and shall be deemed to have
          been duly given on the third day after  mailing if mailed to the party
          to whom  notice is to be given,  by first class  mail,  registered  or
          certified,  postage prepaid,  and properly  addressed,  and by fax, as
          follows:

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<PAGE>
          Issuer:

          R. Thomas Kidd, CEO
          DoMark  International,  Inc.
          1809 East Broadway #125
          Oviedo, Florida 32765

          Company and Shareholders:

          Patrick Costello, President and CEO
          Victory Lane, LLC

     vi.  Counterparts.  This Agreement may be executed simultaneously in one or
          more counterparts,  each of which shall be deemed an original, but all
          of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned has executed this Agreement this 13th day of
May, 2009.

Victory Lane, LLC,                             DoMark International, Inc.
a Colorado Corporation


By: /s/ Patrick Costello                       By: /s/ R. Thomas Kidd
   ------------------------------                 ------------------------------
         Managing Member                                   Its CEO


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