Service Agreement



SERVICE
AGREEMENT

THIS
SERVICE AGREEMENT is made effective the 15th day of
November, 2004.

BETWEEN:

Tora
Technologies Inc.
503-989 Richards St.
Vancouver, BC
Canada,
V6B 6R6

(hereinafter called “TORA”)

AND:

LA
Embroidery Inc.
818 Renfrew St.
Vancouver, BC
Canada, V4K
4B6

(hereinafter called “LA”)

WHEREAS:

	TORA
	is in the business of Internet marketing of custom embroidery,
	contract embroidery, monogramming, digitizing and other services.

	
	
	LA wishes
	to increase its market exposure by offering its products and
	services via the Internet.

	
	
	TORA
	considers it to be in the best interest to enter into a service
	agreement with LA for fulfillment services to enable TORA to market
	custom embroidery services on the Internet.

	
	
	TORA and
	LA previously entered into a Service Agreement on October 20, 2003,
	which this Service Agreement amends and supersedes.




NOW
THEREFORE THIS AGREEMENT WITNESS THAT the parties mutually agree as
follows:

	
	ENGAGEMENT





Subject to
the terms and conditions hereof, TORA hereby enters into a service
agreement with LA for fulfillment services.


Both
parties obligations under this agreement shall commence on the day
(the “Effective Date”) following the day both parties
execute this Agreement.

	
	TERMS
	OF AGREEMENT

		
		LA has
		received USD $5,000 (Five Thousand US Dollars) from TORA and
		250,000 (Two Hundred and Fifty Thousand) shares of TORA's common
		stock.

		
	
		TORA will
		receive the non-exclusive right to market LA's custom embroidery
		services via the Internet.

		
	
		TORA
		commits to ordering a minimum of LA's products and services under
		the following terms:

By December 31, 2005 an amount of USD
		$15,000
By December 31, 2006 an amount of USD $25,000
By
		December 31, 2007 an amount of USD $50,000
By December 31, 2008
		an amount of USD $50,000

		
	
		LA
		commits to providing full fulfillment services to TORA such that
		TORA may operate as an Internet only provider. 
		

		
	
		LA
		commits to providing TORA with wholesale pricing from the LA's
		vendors and internal employees plus 15%. TORA has the right to
		request price audits from time to time to confirm LA's wholesale
		pricing.

	


	
	
	RELATIONSHIP
	OF THE PARTIES

		
		This
		Agreement and the rights or benefits arising thereunder are
		assignable by either party.

	


	
	
	NOTICES





	
		Any
		notice, direction or other instrument required or permitted to be
		given under the provisions of the Agreement will be in writing and
		may be given by delivery of the same or by mailing the same by
		prepaid, registered or certified mail, in each case addressed as
		follows:

			
						


								If
								to TORA at:

503 – 989 Richards St.
Vancouver,
								BC
Canada, V6B 6R6

							
						
						
						


								If
								to LA at:

818 Renfrew St.
Vancouver, BC
Canada,
								V4K 4B6

							
						
					


		
	
		Any
		notice, direction or other instrument aforesaid, if delivered, will
		be deemed to have been given and received on the day it was
		delivered, and if mailed, will be deemed to have been given and
		received on the fifth business day following the day of mailing
		except in the event of disruption of the postal service in which
		event notice will be deemed to be received only when actually
		received and, if sent by fax or other similar form of electronic
		communication, be deemed to have given or received on the day it
		was so sent.

	




	
		Any party
		at any time given to the other notice in writing of any change of
		address of the party giving such notice and from and after the
		giving of such notice the address or addresses therein will be
		deemed to be the address of such party for the purposes of giving
		notice hereunder. 
		

	



	
	FURTHER
	ASSURANCES

		
		Each
		party will at any time from time to time, upon request of the
		other, execute and deliver such further documents and do such
		further acts and things as such other party may reasonably request
		in order to evidence, carry our and give full effect to the terms,
		conditions, intent and meaning of this Agreement.

		
	
		This
		Agreement constitutes the entire Agreement between the parties and
		supersedes any prior or contemporaneous agreements, oral or
		written. This Agreement is amendable by either party in writing
		upon signed acceptance by both parties.

		
	
		TORA and
		LA agree to binding arbitration via an Arbitration Council selected
		by TORA if required for settlement of any disputes arising herein.

	


	
	
	EXPIRATION





	
		This
		Agreement expires on December 31, 2008 unless terminated earlier
		subject to termination clause 7.1 below.

	



	
	TERMINATION

		
		Either
		party may terminate this Agreement with 30 days notice if the terms
		of this Agreement defined hereabove are breeched. A termination
		notice must be provided in writing under the terms of the the
		notice provision defined hereabove.

	


	
	
	ENUREMENT

		
		This
		Agreement shall enure to the benefit of and be binding on the
		parties to this Agreement and their respective successors and
		permitted assigns.

	


	
	
	GOVERNING
	LAW

		
		This
		Agreement shall be governed by and construed in accordance of the
		laws of the province of British Columbia, Canada, and the parties
		hereby irrevocably attorn to the courts of such province.

	





IN
WITNESS WHEREOF the parties have executed this Agreement by their
duly authorized signatories as the day and year first above written.

	
			Tora Technologies, Inc.

			Per:

			/s/ Ralph Biggar

			Ralph Biggar

			
			LA Embroidery Inc.

			Per:

			/s/ Antonio Pires

			Antonio Pires