EXHIBIT 10.60

Client Name: Surgical Safety Products   FL Lic. #GL64*AR Lic #ELF009*TX Lic #402


SELECTIVE
-----------------
HR Solutions             Agreement for Services

This  Agreement  between  "Client"  (named  above) and  Selective  HR  Solutions
("Selective HR") is entered into as of this 16 day of March 2001.

1.   In  consideration  for payment of the Service Fee  described in the Pricing
     Addendum,   Selective   HR  agrees  to  assume   certain   human   resource
     responsibilities by creating a co- employment relationship with the Client.
     The allocation of  responsibilities  and  liabilities  associated  with the
     co-employment relationship are described in the terms ad conditions of this
     Agreement.

2.   Worksite  Employees.  Former employees of the Client become co-employees of
     Selective HR and the Client as of the  effective  date shown on the Pricing
     Addendum.  These  individuals  are  referred  to in this  Agreement  as the
     "Worksite  Employees".  Both the Client and Selective HR agree to cooperate
     with the following concerning the Worksite Employees:

     a.   Selective  HR agrees to furnish  Client  the  Worksite  Employees  and
          Client  agrees to accept the Worksite  Employees for all job functions
          and  workers'  compensation  code  classifications  set  forth  in the
          Pricing Addendum.

     b.   The parties acknowledge that Selective HR is an Professional  Employer
          Organization  (PEO),  also referred to as an employee leasing company,
          duly licensed in each state of its operations. Selective HR and Client
          agree to the following conditions:

          (i)  Selective HR has a  responsibility  for the direction and control
               over the Worksite  Employees  assigned to the Client's  location.
               The parties agree that the Client must retain sufficient  control
               necessary to conduct Client's  business,  discharge any fiduciary
               responsibility  that it may have,  or comply with any  applicable
               licensing,   regulatory  or  statutory   requirement  of  Client.
               Further, the Client retains full responsibility for its business,
               products, and services.

          (ii) Selective HR assumes  responsibility  for the payment of wages to
               the Worksite  Employees  without  regard to payments by Client to
               Selective HR. Any wage payment to Worksite Employees in the event
               of Client's

1

<PAGE>



               failure to meet their invoice obligations to Selective HR will be
               paid at the  applicable  minimum  wage (or the  legally  required
               minimum salary or overtime pay).

          (iii)Selective  HR assumes  responsibility  for the payment of payroll
               taxes  from   payroll  on  Worksite   Employees.   Selective   HR
               indemnifies and holds client  harmless from direct  out-of-pocket
               expenses and costs to Client that may result from  Selective HR's
               failure to withhold and pay withheld taxes.

          (iv) Selective HR retains  authority to hire,  terminate,  discipline,
               and reassign the Worksite Employees. However, Client also has the
               right  to  accept  or  cancel  the  assignment  of  any  Worksite
               Employee.

          (v)  Selective HR has a  responsibility  for the direction and control
               over  management of safety,  risk, and hazard control at the work
               site or sites affecting the Worksite Employees, including;

               1.   Responsibility  for performing safety  inspections of Client
                    equipment and premises.
               2.   Responsibility  for the promulgation and  administration  of
                    employment and safety policies.
               3.   Responsibility  for the  management  and payment of workers'
                    compensation claims, claim filings, and related procedures.

          (vi) Selective HR has given written notice of the relationship between
               Selective HR and client to each Worksite Employee covered by this
               Agreement.

          (vii)Selective  HR retains  authority  to resolve and decide  Worksite
               Employee  grievances  and  disputes  pursuant to  Selective  HR's
               Dispute Resolution Procedure.

     c.   No person shall become a Worksite Employee,  or issued a payroll check
          until Client has furnished to Selective HR the  following  information
          in writing and documents with respect to that person:

             (i)    Name, address, social security number.
             (ii)   Completed Employee Profile and Employment Information form.
             (iii)  W-4 withholding form.
             (iv)   Form I-9 (Immigration and Naturalization Service).

     Selective  HR's  responsibility  with respect to the  processing of payroll
checks and furnishing  other services shall be  specifically  conditioned on the
accuracy of the information

2

<PAGE>



provided  to  Selective  HR by the Client  and the  Worksite  Employee,  and the
Client's compliance with all of its obligations under this Agreement.

     d.   Selective HR will issue a payroll check to each  Worksite  Employee on
          each payday as agreed between  Selective HR and Client.  If the Client
          fails to make the required  payment or deposit for the invoice amount,
          Selective  HR may  exercise  its right to  immediately  terminate  the
          Agreement pursuant to section 13(b). In that event, Selective HR shall
          be  responsible  for the payment of wages as defined in Section 2b(ii)
          above to  Worksite  Employees  for any  uncompensated  pay  period(s).
          Selective HR's  responsible  for wage payment is limited to pay period
          occurring  prior  to  the  Worksite  Employees   receiving  notice  of
          termination.  If Client is unable to  satisfy  the  required  payment,
          Selective HR will begin collection  proceedings against the Client for
          any amounts paid by Selective HR due to Client's failure to pay.

     e.   Client agrees it will provide to Selective HR each pay period, records
          of actual  time  worked by each  employee  and  verify  that all hours
          worked by employees that are reported to Selective HR are accurate and
          are in accordance  with the  requirements  of the Fair Labor Standards
          Act and other laws administered by the U.S. Department of Labor's Wage
          and  Hour  Division  and  any  applicable  state  law.  These  records
          submitted to  Selective HR shall become the basis for  Selective HR to
          issue all payroll  checks.  Selective HR shall not be responsible  for
          incorrect, improper or fraudulent records of hours worked.

     f.   If state,  local or federal  law  requires  an  employee to possess or
          maintain a special  license or be  supervised  by a supervisor  who is
          required  to possess or  maintain a special  license,  Client  will be
          responsible  for verifying  such  licensing or providing such required
          supervision,  unless  Selective HR specifically  agrees to a different
          arrangement.

     g.   Client shall be responsible for the  implementation and enforcement of
          any work site  procedures that exist for the purpose of preventing the
          misappropriation,  theft or embezzlement of Client's personal, real or
          intellectual property.

3.   Indemnification  Issues.  Client  agrees  to  indemnify  and hold  harmless
     Selective HR, its affiliated entities,  shareholders,  officers, directors,
     agents and  representatives  (the "Selective HR Indemnified  Parties") from
     and against all claims,  actions,  costs and expenses (including legal fees
     and expenses at all levels of  proceedings),  losses and liabilities of any
     type  (including  liability to third parties),  without limit,  that may be
     asserted or brought  against  Selective HR or any Selective HR  Indemnified
     Party that is related to this  Agreement  including  but not limited to the
     following:

     a.   Selective HR will not be liable or responsible for claims,  penalties,
          fines,  judgements,  court costs,  or legal fees  associated  with the
          Clients failure to follow

3

<PAGE>



          Selective HR employment policies and directives  concerning employment
          practices and job discrimination.

     b.   Selective  HR has no  responsibility  or  liability  with  respect  to
          Client's products and services produced by the Worksite Employees.

     c.   Selective  HR  will  not be  liable  for  Client's  loss  of  business
          goodwill, profits, future business or other consequential,  special or
          incidental damages to Client.

     d.   Selective HR will not be responsible for any claims or actions brought
          by  Worksite  Employees  or third  parties  resulting  from a Worksite
          Employees  use of Client's  machinery,  facilities,  equipment  and/or
          vehicles,  other  than  claims  covered  by  Selective  HR's  workers'
          compensation carrier.

     e.   Selective HR is not engaged in the  business  rendered by the Worksite
          Employees or by the Client.

     Selective HR agrees to indemnify and hold harmless  Client,  its affiliated
entities, shareholders, officers, directors, agents and representatives from and
against  all  claims,  actions,  costs and  expenses  (including  legal fees and
expenses  at all  levels of  proceedings),  losses and  liabilities  of any type
(including  liability  to third  parties),  without  limit,  arising  out of the
negligent or willful failure of any non-Worksite  Employee employed by Selective
HR at its  corporate,  or branch  offices  to comply  with  applicable  workers'
compensation,  withholding tax, or ERISA laws,  rules and regulations,  or where
any action is taken by Client in compliance with a written  corporate  Selective
HR policy,  procedure, or directive which is illegal under any applicable local,
state or federal law. All  indemnification's  shall survive the  termination  of
this Agreement.

4. Worksite Employee Group Medical Benefits

     a.   Selective HR will provide group medical benefits to eligible  Worksite
          Employees.   Selective  HR  determines  eligibility  pursuant  to  the
          provisions of each applicable benefit plan offered.  If for any reason
          eligibility  requirements are not met and/or maintained,  Selective HR
          has the right to modify this Agreement by striking this provision.

     b.   Client retains responsibility for all COBRA participants on any Client
          sponsored group health plan.

     c.   The Worksite  Employee who selects  group  medical  benefits  shall be
          responsible  to make such  contributions  to  Selective HR via payroll
          deduction.  These deductions will be offset by any Client contribution
          toward the Worksite  Employees group medical benefit cost. The failure
          to pay contributions when due will result in termination of coverage.


4

<PAGE>



     d.   If a  Worksite  Employee  is  temporarily  laid off (30 days or less),
          group medical plan coverage shall  continue  during the layoff and the
          requirement to pay contributions shall continue.

     e.   The cost of Group Medical Benefits is not included in the Selective HR
          Service Fee noted on the Pricing Addendum.  GroupMedical Benefits will
          be invoiced each pay period based on Worksite Employee  participation,
          Client contribution, and plan selection.

5.   Section 125  Cafeteria  Plan.  Selective HR will  implement  and maintain a
     Section 125 Cafeteria Plan for all Worksite  Employees.  Employees have the
     opportunity to purchase many of their benefits with pre-tax earnings.

6.   401(k) Plan  Participation.  Selective  HR will make  available to eligible
     Worksite  Employees  a 401(k)  Retirement  Plan.  Selective  HR  determines
     eligibility pursuant to the plan provisions.  An annual plan administration
     fee per participant will apply.

7.   Other Benefits.  Selective HR will make available to all Worksite Employees
     certain  other  benefits  including  but not limited to the  following  (in
     addition to those services listed in other  paragraphs of this  Agreement).
     Participation in these benefits is completely  voluntary.  Costs associated
     with these  benefits are not included in the Selective HR Service Fee. Cost
     associated with these benefits will be collected  through Worksite Employee
     payroll deduction and/or through regular Client invoicing.

a. Disability Insurance Coverage.  b. Dental Plan.  c. Additional Vison Coverage

d. Life Insurance.   e. Pre-paid Legal Service   f. Supplemental Medical Plans.

8.   Employment Practices Management.

     a.   Selective HR's service  includes  guidance  regarding good  management
          techniques  and  compliance  with  various  employment  laws.  For any
          Worksite Employee covered by this Agreement,  Selective HR will assist
          the Client by providing guidance regarding the following laws:

          (i)  The Fair Labor Standards Act (FSLA) and/or  comparable  state and
               local laws;
          (ii) The Consolidated Omnibus Budget Reconciliation Act (COBRA)
          (iii)The Immigration  and  Nationality Act and the Immigration  Reform
               and Control Act
          (iv) The Consumer  Credit  Protection Act and/or  comparable  state or
               local laws

5

<PAGE>



          (v)  The  Employee  Retirement  Income  Security Act (ERISA) and other
               laws covering employee benefit plans
          (vi) The Family  Medical  Leave Act and  similar  state or local leave
               laws
          (vii)The National  Labor  Relations  Act.  The parties  agree that the
               Client is the employer that would be the party to any  collective
               bargaining  agreement  because the Client exercises  control over
               the  primary  employment   conditions  subject  to  a  collective
               bargaining agreement
          (viii)  Title  VII  of  the  Civil  Rights  Act,  The  Americans  with
               Disabilities  Act (ADA).  Selective HR is not responsible for any
               cost   associated  with  compliance  of  Title  III  of  the  ADA
               pertaining to facility accessibility to the public or "reasonable
               accommodation",  The Age Discrimination in Employment Act (ADEA),
               and any other  applicable  federal,  state,  or local  employment
               laws.

     b.   Selective  HR will not  accepts  responsibility  where the Client acts
          independent  of Selective  HR's guidance or fails to make Selective HR
          aware of any situation involving employment practices at the worksite.
          Client  understands  that  Selective  HR's is not in the  business  of
          providing legal services. The Client is independently  responsible for
          its own legal rights and obligations.

     c.   In addition,  Selective HR will make  available  the  following  Human
          Resources (HR) services:

          (i)  Wage and Hour compliance review and recommendations;
          (ii) Unemployment claims management;
          (iii) Worksite Employee Handbook review and recommendations;
          (iv) Post-hire workers' compensation background check on each Worksite
               Employee. Other H.R. Services deemed necessary by Selective HR or
               requested  by Client  may  involve  an  additional  Selective  HR
               service fee,  depending on the extent and complexity of the task.
               The following could involve additional fees;

               1.   Selective  HR's  assistance  in the  creation of  customized
                    Employee Handbook
               2.   Implementation  of  employment   screening  services,   i.e.
                    criminal,  credit,  motor  vehicle  record,   pre-employment
                    verification
               3.   Drug-Free Workplace policy development and management
               4.   Customized Compensation Programs


6

<PAGE>



               5.   Supervisory/Management Training

9.   Workers'  Compensation  Insurance.  Selective  HR  shall  provide  workers'
     compensation  coverage  for all  Worksite  Employees  in such amounts as is
     required by  applicable  law.  Selective  HR shall be  responsible  for the
     management  of  workers'  compensation  claims,  claims  filing and related
     procedures for any Worksite  Employee that sustains a work- related injury.
     This provision is subject to the following terms and conditions:

     a.   The Client  agrees that during the terms of this  Agreement  they will
          not  employ  anyone  outside  the  co-employment  arrangement  without
          Selective HR's knowledge,  except for the independent contractors.  If
          Client hires a  non-Worksite  employee,  the Clients  agrees to obtain
          workers' compensation coverage for that employee and name Selective HR
          as a  certificate  holder.  All  Worksite  Employees  are  assigned  a
          workers'  compensation  classification code based on their current job
          function  and  a  work-site  designation(s).  New  or  additional  job
          functions  and/or  work-sites  must be  submitted  to Selective HR for
          approval.   Client  assumes  full   responsibility  for  any  workers'
          compensation  claim of any Worksite Employee working in a job function
          or at a work-site not assigned by Selective HR.

     b.   If a Worksite  Employee is injured,  Client agrees to notify Selective
          HR within  twenty-four  (24)  hours to  cooperate  in  conducting  any
          investigation  following the accident, to provide  transportation to a
          medical  facility  and, if required  due to medical  restrictions,  to
          permit the Worksite Employee (where reasonably  possible and permitted
          by law) to work in a modified  -duty  capacity  until such time as the
          employee  is no  longer  medically  restricted  from  resuming  duties
          performed  prior to the accident.  Any fines or penalties  incurred by
          Selective HR as a result of Client's  failure to report  injuries will
          passed on to Client.

10.  Safe Work  Environment.  Client is responsible  for maintaining a safe work
     environment  at all work sites and shall  comply with all health and safety
     laws,  directives and rules and regulations.  Selective HR shall assist and
     provide guidance to Client in providing a safe work environment, subject to
     the following conditions:

     a.   Client  understands  they  are  responsible  for  compliance  with all
          applicable laws, and regulation pertaining to such matters

     b.   Client is  responsible  for  providing  proper  training and establish
          committees in compliance with federal and state OSHA standards.

     c.   Selective HR shall provide assistance in performing safety inspections
          of Client equipment and premises. Selective HR shall have the right to
          inspect Client's premises at any reasonable time.


7

<PAGE>



     d.   Client  shall  comply with all  directives  from  Selective  HR or any
          governmental agency having  jurisdiction over health,  safety and work
          environment matters. Client shall keep all required posters,  notices,
          and protective equipment available and in good working order.

11.  Payment of Selective HR Invoice Amount

     a.   Each pay  period,  Selective  HR will  prepare an Invoice  Amount that
          generally consists of the Selective HR's Service Fee multiplied by the
          gross payroll for that day period,  and any other applicable fees. The
          Invoice Amount is due and payable prior to payroll delivery.

     b.   Client shall pay for serviced  rendered under this  Agreement  through
          Automatic  Clearing House (ACH) transfer or other method acceptable by
          Selective HR Payment  shall have been made only when  Selective HR has
          received final, irrevocable credit at its bank.

     c.   In the event funds in Client's  account are  insufficient to cover the
          Invoice Amount,  Client agrees to immediately  (the same day) transfer
          funds  in the  amount  of  the  deficiency  to  Selective  HR by  wire
          transfer, cashier's check or cash. Selective HR may immediately demand
          that the guarantors, if any, make the payments.

     d.   Selective HR may, in its sole  discretion,  require  Client to deposit
          Selective  HR Invoice  Amount in advance of  delivery  of the  payroll
          checks.  Selective HR may, in its sole discretion,  require  officers,
          directors,  and/or shareholders of Client to guarantee  performance by
          Client of its obligation  under this Agreement.  The failure of Client
          to comply with such a request shall be deemed a material breach of the
          Agreement.

     e.   Upon  termination  of the  Agreement  for any reason,  if Selective HR
          holds  Client funds other than  withheld  amounts that must be paid to
          the government, Selective HR may in its sole discretion deduct amounts
          owed  Selective HR by Client and return the  remainder to Client on or
          before  sixty (60) days after  termination  of the  Agreement  without
          interest.

     f.   The service fee is as set forth in the Pricing  Addendum.  The parties
          agree and  understand  that the Service Fee  calculation  shown on the
          Pricing Addendum may be adjusted for increases in statutory employment
          taxes,  a change in  insurance  cost,  changed in Client's  work force
          (size,  job functions,  etc.) a change in Client's  Worksite  Employee
          turnover rate,  increase in severity or frequency of Worksite Employee
          job related injuries, or change in payroll frequency or volume.

12.  Liability  Insurance.  During  the  life of this  Agreement,  Client  shall
     maintain in full force

8

<PAGE>



     and affect  comprehensive  general liability (CGL) insurance with a minimum
     combined single limit of three hundred thousand dollars ($300,000) covering
     all work sites,  activities,  equipment and Worksite  Employees.  These CGL
     insurance policies shall provide primary coverage for all claims. Selective
     HR shall be given at least ten days advance written notice of cancellation.
     Additionally, Client agrees to comply with the following:

     a.   If  automobiles  are owned by Client or used by Worksite  Employees in
          the course of performing  their work,  Client shall  maintain  vehicle
          liability  insurance that insures against  liability for bodily injury
          and  property  damage  with a minimum  combined  single  limit of five
          hundred thousand dollars  ($500,000).  In states with "no-fault" laws,
          PIP or equivalent coverage will be maintained. In the event a Worksite
          Employee is involved in a covered accident,  Client shall apply to its
          own insurance carrier for primary coverage.

     b.   If Client provides a professional service,  Client must carry adequate
          professional malpractice insurance, as the nature of Client's business
          requires,  but no less than five hundred thousand dollars  ($500,000).
          If  Client is not  providing  a  professional  service,  Client  shall
          maintain general business liability  insurance with a minimum coverage
          amount of five hundred thousand dollars ($500,000).

     c.   Each  party  hereby  waives any claim in its favor  against  the other
          party by way of  subrogation or otherwise for claims or losses covered
          by such  policies of insurance  maintained  by Client to the extent of
          actual recovery from such policy of insurance.

13.  Term of Agreement and Miscellaneous Provisions.

     a.   Term of  Agreement.  This  Agreement  shall  start  on the  date it is
          executed  and shall  remain in force and  effect for a term on one (1)
          year  ("Initial  Term").  Following the Initial Term,  this  Agreement
          shall remain in full force an defect for successive monthly terms (the
          "Extended Term") until the Agreement is terminated.

     b.   Either party upon thirty (30) days' written  notice may terminate this
          Agreement. Also, either party may terminate this Agreement immediately
          in the  event  the  other  party  commits  a  material  breach of this
          Agreement as provided in this Agreement.

     c.   Client acknowledges that it is essential to Selective HR's performance
          under this Agreement that Selective HR have complete  knowledge of any
          government investigations or inquiry or private adversary action which
          could in any manner  impact upon the types of duties  contemplated  by
          this Agreement.  Client agrees to make complete and full disclosure of
          any such administrative proceeding

9

<PAGE>



          (including,  but not  limited  to  EEOC,  NLRB,  OSHA or Wage and Hour
          matters),  investigation,  lawsuit,  or  other  adversary  proceeding,
          including  those  which  are  threatened  as  well  as  those  not yet
          asserted,  in which Client has been involved  during the last five (5)
          years.

     d.   Time is of the essence in the performance of all acts required by this
          Agreement.

     e.   The laws of the State of Florida shall govern this Agreement.

14.  Material Breach.  The following shall be deemed material breaches under the
     terms of this Agreement as follows:

     a.   Failure to fund any accounts or to pay any amounts  required under the
          terms and conditions of this Agreement when due.

     b.   Client's   failure  to  comply  with  any  employment   and/or  safety
          directives from Selective HR or government agencies.

     c.   Committing  any act that affects  Selective HR's rights as an employer
          of the Worksite Employees.

     d.   Failure to maintain  any  insurance  required  under the terms of this
          Agreement.

     e.   A change in the type of business  conducted by Client, or where at any
          time,  Selective  HR  determines  that a material  adverse  change has
          occurred  in the  financial  condition  of Client,  or that  Client is
          unable to pay its debts as they become due in the  ordinary  course of
          business.

     f.   Client filing for insolvency,  bankruptcy,  or making  assignments for
          benefit of creditors.

     g.   Misrepresentation or inaccurate reporting of employee payroll hours is
          cause for immediate termination of this contract.

15.  Whole  Agreement.  This  Agreement,  together  with the  Pricing  Addendum,
     constitutes the entire Agreement between the parties.  Any other agreement,
     statement,  or promise  between the parties  relating to the  Agreement  is
     included.

16.  Waiver.   The  failure  of  either  party  to  this  Agreement  to  require
     performance by the other party,  or fail to claim a breach of any provision
     of this Agreement,  will not be deemed a waiver of any subsequent breach or
     affect the  enforceablitiy  of this Agreement or prejudice  either party as
     regards to any subsequent action.

17.  Validity.  In the event a dispute arises under this Agreement shall be held
     to be invalid or

10

<PAGE>



     unenforceable, the balance of this Agreement shall remain in full effect.

18.  Dispute Resolution. In the event a dispute arises under this Agreement, the
     parties agree to attempt  resolution  by mediation in  accordance  with the
     procedures  of the Federal  Mediation  and  Conciliation  Service,  or by a
     procedure agreed to by both parties. Once mediation is elected, the parties
     agree  to  allow  a  minimum  of (60)  days to  resolve  the  dispute  with
     mediation.  If mediation  fails,  either  party may elect to arbitrate  the
     matter by serving  written  notice upon the other within  fifteen (15) days
     after the mediation.  Arbitration will be in accordance with the Commercial
     Arbitration Rules of the American Arbitration Association,  pursuant to the
     Florida  Arbitration Code. The place of the arbitration shall be Bradenton,
     Florida, or other mutually agreed upon location.

19.  Attorney's  Fees. In the event that any action or arbitration is brought by
     either  party  hereto as a result of breach or default in any  provision of
     this  Agreement,  the  prevailing  party in such  action  shall be  awarded
     attorney's fees and costs incurred by such party in such action in addition
     to any other relief to which the party may be entitled.

20.  No Partnership  or Agency.  This Agreement does not create a partnership or
     joint venture  between  Client an Selective HR, and no fiduciary duty shall
     arise from the relationship  created herein.  In no event may Client act as
     an  agent  or  Selective  HR  unless  specifically  authorized  to do so in
     writing.

Selective  HR and  the  Client  execute  this  Agreement,  in  their  respective
corporate name by a duly authorized officer as of the date first written above.


Diversified Operations III, Inc.:
D/B/A Selective HR Solutions 65-0613513     Client

Sign Name: /s/ GM Swor                      Sign Name: /s/Robert J.  Clancy
---------------------------------------     ------------------------------------
Date Signed:      3/16/01                            Date Signed: 4-10-01
---------------------------------------     ------------------------------------
Print Name: GM Swor                         Print Name: Robert J.  Clancy
---------------------------------------     ------------------------------------
Title:                                      Title: President / CEO
---------------------------------------     ------------------------------------
Address: 6414 14th Street W.,               Address: 6920 Professional Pkwy East
             Bradenton, Fl 34207                         Sarasota, FL   34240
---------------------------------------     ------------------------------------




11

<PAGE>



Pricing Addendum

Client Name:      Surgical Safety Products


Selective HR Invoice Amounts:

                                                         Silver     Gold
Payroll Frequency:   Weekly                              Option*    Option*
                                                         Service    Service Fee
                             WC              Estimated   Fee        % Rate
                             Code     EE's   Payroll     % Rate
FL - Clerical                8810      15      19,660    110.77%    110.87%
FL - Outside Sales           8742       3       3,205    110.20%    110.30%
FL - Physicans               8832       6       3,877    110.30%    110.40%

                                                     Client
                                                     Initial         Date
X   Silver Option: Standard Services Program         /s/GMS
      Gold Option: Extended Services Program


1.   Selective  HR's  Service Fee  percentage  of gross  payroll will decline as
     co-employees reach designated payroll tax limits.

         FEDERAL/STATE UNEMPLOYMENT                                    OASDI

         Florida                           1.30%                       6.20%

2.   Selective HR's Service Fee  percentage  does not include the actual cost of
     employee benefit programs selected.
3.   Selective HR's Service Fee percentage  does not include the fees associated
     with the set- up and maintenance of the 40(k) Retirement Plan. See brochure
     for fee description.
4.   A New Employee  Set-up fee of $ 10 will be invoiced for each new  work-site
     employee hired.
5.   Additonal invoice or payroll  deliveries will be charged a per location fee
     of: $
6.   One-time Setup Fee to collected at time of service agreement signing: $
7.   Insufficient Funds Fee Per Occurrence: $100

12

<PAGE>




Invoice Payment Method:

Selective HR will receive invoice payment via Automatic Clearing House (ACH)
transfer. To assure timely invoice payment and timely payroll delivery, client
agrees to notify Selective HR of all payroll hours, changes, or any invoice
adjustments by 10:00 AM, two (2) days prior to desired payroll delivery.

The above Invoice Rates are not binding until accepted, and initialed below by
an officer of Selective HR


Accepted by Client                  Initial: /s/ GMS                   Date:

Accepted by Selective HR            Initial: /s/ illegible             Date:

13

<PAGE>