THIS AGREEMENT ("Agreement") is made on this 11th day of March 2004

BETWEEN:   On The Go Healthcare, Inc. a company duly constituted under the
           laws of the State of Delaware, and, having its head office at
           85 Corstate Ave, Unit #1 Concord, Ontario, Canada L4K 4Y2
           (hereinafter referred to as "OTG")

AND:       David Walt, residing at 428 York Hill Blvd, Thornhill, Ontario,
           L4J 3B7 (hereinafter referred to as the "Consultant")

WHEREAS,   OTG is desirous to market, sell and distribute its products in
           various regions of the Canada & USA (the "Objective"); and

WHEREAS,   the Consultant is capable and willing to undertake to investigate
           and take all necessary steps to establish, a Retail Base and
           manage such an undertaking,

NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE 1: DEFINITIONS

In this Agreement, unless the context otherwise requires:

1.1 Agreement - means this agreement dated as of the date hereof, as well as
    any rider, amendment, modification or intervention which might be made or
    added thereto in writing, with mutual consent of the parties; the Agreement
    is also sometimes designated by the expressions "hereof", "herein" and
    "hereunder";

1.2 Facilities - means the floor space, lighting, air conditioning, electric
    power, telecommunications, and office equipment required  for the
    accommodation and operation of commercial establishment(s)  to accomplish
    the Objectives.

1.3 Personnel - means any persons engaged by the Consultant acting as agent
    for OTG.

1.4 Services - means the services and operations described in this Agreement
    to be provided by the Consultant.

1.5 Office Sites - means the premises at which the Facilities are to be
    provided.

ARTICLE 2: RESPONSIBILITIES OF OTG

2.1 OTG shall provide within NINETY (90) days of the signing of this
    agreement

    (a) A business plan outlining strategies required to be implemented
        to pursue the aforementioned Objectives.

    (b) A definition of all Personnel to be engaged.

2.2 Pay directly all purchases or contracts for goods and services entered
    into by the Consultant on behalf of OTG with the prior written
    approval of OTG.

<Page>

ARTICLE 3: RESPONSIBILITIES OF the Consultant

3.1 Engage all necessary Personnel as per the directives of OTG.

3.2 Purchase on behalf of OTG all office equipment as needed.

3.3 Supervise newly engaged Personnel.

3.4 Undertake to search for, and negotiate with potential distributors or
    partners for the sale and distribution of OTG's Products.

3.5 Assist and advise on sale and marketing strategies, and supervise the
    implementation of such strategies.

ARTICLE 4: TERM OF AGREEMENT, TERMINATION, GEOGRAPHIC SCOPE

4.1 The Initial Term of this Agreement shall be for one (1) year from the
    Effective Date of this Agreement.

4.2 In the event that either party materially or repeatedly defaults in the
    performance of any of its duties or obligations under this Agreement and,
    within thirty (30) days after written notice is  given to the defaulting
    party specifying the default, (i) such default is not substantially cured,
    or (ii) the defaulting party  does not obtain the approval of the other
    party to a plan to remedy  the default, then the party not in default may
    terminate this  Agreement by giving written notice to the defaulting party.

4.3 If either party becomes or is declared insolvent or bankrupt, is the
    subject of any proceedings relating to its liquidation, insolvency or for
    the appointment of a receiver or similar officer for it, makes a general
    assignment for the benefit of all or substantially all of it creditors, or
    enters into an agreement for the composition, extension or readjustment of
    all or substantially all of its obligations, then the other party, within
    the conditions of applicable law, may immediately terminate this Agreement
    by giving written notice.

4.4 The Consultant shall confine his business activities to Canada.

<Page>

ARTICLE 5: CONFIDENTIALITY

5.1 During the term of this Agreement, and for a period of three (3) years
    after the expiration of the term of this Agreement, proprietary or
    confidential information ("Information") of any kind pertaining to both
    parties' businesses, and all written material marked by ether party as
    "Confidential" or "Proprietary" shall be treated by the other party as
    secret and confidential and accorded the same protection as the parties
    give to their own Information of a similar nature. Verbally disclosed
    Information, which is to be treated as confidential or proprietary, by
    a party shall be confirmed as such in writing by the party within thirty
    (30) days of such disclosure.

5.2 Notwithstanding the foregoing, confidential Information does not include
    information

        which:

                * has been  published  or is otherwise  readily  available
                  to the public  other  than by breach  of  this  Agreement;

                * has been  rightfully  received  by the  receiving  party from
                  a third party without breach of any confidentiality
                  obligations;

                * has been independently developed by the receiving party's
                  personnel  without access to, or use  of, the other party's
                  Confidential  Information;

                * was known to the  receiving  party  prior to its first
                  receipt  from the other party and which the receiving party
                  has documented prior to the date hereof; or

                * is required to be disclosed by law whether  under an order
                  of a  court or  government, tribunal or other legal process.
                  In such cases, the receiving party must immediately notify
                  the other party of the disclosure requirement, in order to
                  allow the other party a reasonable opportunity to obtain a
                  court order to protect its rights, or otherwise to protect
                  the confidential nature of the Confidential Information.

ARTICLE 6: FEES and CHARGES

6.1 The parties agree that the activities undertaken and services provided to
    OTG shall be paid by the issuance of one million (1,000,000) common
    shares of On The Go Healthcare, Inc to the Consultant.

6.2 All pre-approved charges related to the purchase of office equipment,
    establishment of the office site and facilities,  and other costs related
    to site preparation shall be billed directly to OTG by the provider of
    such equipment or services.

6.3 All charges in this agreement are stated in legal currency of the Canada.

<Page>

ARTICLE 7: TAXES

    OTG shall assume responsibility for, and hold the Consultant harmless from
    all taxes, duties, or similar liabilities arising under this Agreement,
    under any present or future tax  laws, except for the personal income tax
    of the Consultant.

ARTICLE 8: LIABILITY, INDEMNITY, WARRANTIES, AND INSURANCE

8.1 OTG shall indemnify the Consultant and hold it harmless against and in
    respect to any and all claims, damages, losses, costs, expenses,
    obligations, liabilities, actions, suits, including without limitation,
    interest and penalties, reasonable attorneys' fees and costs and all
    amounts paid in settlement of any claim, action or suit that may be
    asserted against OTG or the Consultant or that OTG or the Consultant
    shall incur or suffer, that arise out of, result from or relate to:
    (a) the non-fulfillment of any agreement, covenant or obligation of OTG
    in connection with this Agreement; (b) any breach of any representation
    or warranty made by OTG hereunder.

8.2 The Consultant warrants that it will perform its obligations under this
    Agreement in a professional and workmanlike manner. In the event the
    Consultant is liable to OTG on account of the Consultant's performance or
    nonperformance of its obligations under this Agreement, whether arising
    by negligence or otherwise, (i) the amount of damages recoverable against
    the Consultant for all events, act or omissions will not exceed in the
    aggregate the Charges paid by OTG for the last twelve (12) months and
    (ii) in no event will the Consultant be responsible for any indirect,
    consequential, incidental or punitive damages of any party, including
    third parties, or for lost profits. In connection with the conduct of
    any litigation with third parties relating to any liability of the
    Consultant to OTG or to such third parties, the Consultant will have
    all rights to accept or reject settlement offers and to participate in
    such litigation. OTG and the Consultant expressly acknowledge that the
    limitations contained in this Section have been the subject of active
    and complete negotiation between the parties and represent the parties'
    agreement.

8.3 Subject to Articles 8.1 and 8.2 hereof, both Parties shall be responsible
    for damage to, or loss of their own property, both real and personal, and
    that each shall be responsible for insuring his own property, with an
    insurance policy providing extended coverage, including but not limited
    to perils of fire together with insurance against flood, theft, vandalism,
    malicious mischief sprinkler leakage and damage, and boiler and pressure
    vessel insurance. The Consultant will also subscribe to and maintain
    additional insurance covering damages for up to $1,000,000 to third party
    equipment and personnel caused by the use of the office and related
    equipment and any other insurance coverage, which would seem appropriate
    in the context of this Agreement.  The Consultant shall furnish OTG, upon
    request to such effect, with certificates of insurance evidencing such
    coverage.

<Page>

ARTICLE 9: EXCUSABLE DELAY

9.1 If either party is unable to perform any of its obligations hereunder due
    to Force Majeure, the failure to perform by such party shall not constitute
    a basis for termination or default under this Agreement provided that
    notice thereof is given to the other party within seven (7) days after
    the party becomes aware of such event. OTG shall not be required to make
    any payment to the Consultant pursuant to Article 7 during the period of
    the Consultant's inability, as a result of an event of Force Majeure, to
    provide the Services and Facilities.

9.2 For the purposes of this Agreement, Force Majeure shall be understood to
    be any cause beyond the reasonable control of the non-performing party and
    without its fault or negligence and includes, without limiting the
    generality of the foregoing, acts of God or of a public enemy, acts of any
    Government or any State or Territory, or any agency thereof, in its
    sovereign capacity, fires, floods, epidemic, quarantine restrictions,
    unusually severe weather conditions, extraordinary vehicle traffic
    conditions, or mechanical malfunctions.

ARTICLE 10:  NOTICES

    Any notice or communication under this Agreement shall be in writing and
    shall be hand delivered, given by fax or sent by registered mail return
    receipt requested, postage prepaid, to the other party's designated
    representative, receiving such communication at the address specified
    herein, or such other address or person as either party may in the future
    specify to the other party. Such notice shall be deemed to be received upon
    delivery or, by fax, on the next business day following transmission
    provided electronic evidence of transmission is produced at point of
    origin or, if mailed, on the fourth business day following the date of
    mailing.

                        If to The Consultant:

                        David Walt
                        428 York Hill
                        Thornhill, Ontario
                        L4J 3B7

                        If to OTG:

                        On The Go Healthcare, Inc.
                        85 Corstate Ave
                        Unit #1
                        Concord, Ontario, Canada
                        L4K 4Y2
                        Attention: Stuart Turk

<Page>

ARTICLE 11:  MISCELLANEOUS

11.1 Neither party may assign or transfer all or any part of its rights under
     this Agreement, without the prior written consent of the other, except
     when assigning all of their rights  and obligations to any legal entity
     controlling, controlled by, or under common control with it, but with
     thirty (30) days' prior notice to the other party.

11.2 The Consultant can assign this Agreement or any obligations hereunder
     to a third party. If any obligations of the Consultant are assigned to
     a subcontractor, the Consultant will   remain responsible for such
     obligations under this Agreement.

11.3 This Agreement is not intended to create, nor shall it be construed to
     be, a joint venture, association, partnership, franchise, or other form
     of business relationship. Neither party shall have, nor hold itself out
     as having, any right, power or authority to assume, create, or incur any
     expenses, liability, or obligation on behalf of the other party, except
     as expressly provided herein.

11.4 If any provision of this Agreement is held invalid, illegal or
     unenforceable in any respect, such provision shall be treated as
     severable, leaving the remaining provisions unimpaired, provided that
     such does not materially prejudice either party in their respective
     rights and obligations contained in the valid terms, covenants, or
     conditions.

11.5 There are no intended third party beneficiaries to this Agreement.

11.6 The failure of either party to require the performance of any of the
     terms of this agreement or the waiver by either party of any default under
     this Agreement shall not prevent a subsequent enforcement of such term,
     nor be deemed a waiver of any subsequent breach.

11.7 This Agreement may not be modified, supplemented, or amended or default
     hereunder waived except upon the execution and delivery of a written
     agreement signed by the authorized representative of each party.

11.8 Both parties represent and warrant that each has the full authority to
     perform its obligations under this Agreement and that the person executing
     this Agreement has the authority to bind it.

11.9 This Agreement shall be governed by and construed in accordance with the
     laws of the Province of Ontario and the applicable federal laws of Canada
     therein, and the parties irrevocably submit to the jurisdiction of the
     courts of the Province of Ontario, city of Toronto.

11.10 The Parties have requested that this Agreement and all documents and
      communications pursuant to or in connection with this Agreement be drawn
      up in the English language.

11.11 This Agreement constitutes the final and full terms of understanding
      between the parties and supersedes all previous agreements,
      understandings, negotiations, and promises, whether written or oral,
      between the parties with respect to the subject matter hereof.

<Page>

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their duly authorized representatives as of the day and year
set forth below.




On The Go Healthcare, Inc.


/s/Stuart Turk                              /s/ David Walt
--------------------------------            -----------------------------------
Signature                                   Signature

Stuart Turk, President, CEO                 David Walt
             Chairman & Director


March 11 2004                               March 11 2004
--------------------------------            -----------------------------------
Date                                        Date


<Page>