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Exhibit 10.6
       SERVICES
 A.
    
    To provide strategic medical and wellness advisory services to TKNK in the
launch of the Companys physically interactive video game league.B.
    
    In conjunction with the Services, PHELPS agrees to:
 I.
    
    Make himself available at the offices of PHELPS or TKNK or at
another mutually agreed upon place, during normal business hours, for reasonable
periods of time, subject to reasonable advance notice and mutually convenient
scheduling.II.
    
    Make himself available for telephone conferences with the
principal officers of TKNK during normal business hours.
 C.
    
    PHELPS shall devote such time and efforts, as it deems reasonable, under the
circumstances to the affairs of TKNK as is reasonable and adequate to render the
Services contemplated by this Agreement.D.
    
    TKNK will cooperate with PHELPS and promptly provide PHELPS with all
pertinent materials and requested information in order for PHELPS to perform his
Services pursuant to this Agreement.
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INDEPENDENT CONTRACTOR
  EXPENSES
  COMPENSATION
 A.
    
    In consideration for providing these Services, TKNK shall pay PHELPS $120,000
in the form of unregistered shares of common stock (141,176 shares) upon the execution
of this Medical and Wellness Consulting Agreement. 1/24th of the shares
(5,882) shall vest each month during the term of this Agreement. One year holding
period starts on the day the shares are issued.If this Agreement is terminated, any unvested shares will be returned to TKNK.B.
    
    In consideration for the services to be provided herein, TKNK agrees that it
will remit the agreed-upon stock certificate within five (5) days of both parties
executing this Agreement.
 V.
    
    TERM AND TERMINATION
 
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LEGAL COMPLIANCE
  A.
    
    Disclosure requirements regarding the required disclosure of the nature and
terms of PHELPSs relationship with, including, but not limited to press releases,
publications on its web site, letters to investors and telephone or other personal
communications with potential or current investors.B.
    
    No press release or any other forms of communication to third parties, which
mention both PHELPS and TKNK, shall be released without the prior written consent and
approval of both PHELPS and TKNK.
 CONFIDENTIAL DATA
  OTHER MATERIAL TERMS AND CONDITIONS
 A.
    
    INDEMNITY. TKNK and PHELPS shall indemnify, defend and hold harmless each
other from and against any and all claims against either party that arise from this
agreement.B.
    
    PROVISIONS: Neither termination nor completion of the assignment shall affect
the provisions of this Agreement, and the Indemnification Provisions that are
incorporated herein, which shall remain operative and in full force and effect.C.
    
    ENTIRE AGREEMENT. Each of the parties hereby covenants that this Agreement,
is intended to and does contain and embody herein all of the understandings and
agreements, both written or oral, of the parties hereby with respect to the subject
matter of this Agreement, and that there exists no oral agreement or understanding
expressed or implied liability, whereas the absolute, final and unconditional
character and nature of this Agreement shall be in any way invalidated, empowered or
affected. There are no representations, warranties or covenants other than those set
forth herein.D.
    
    ASSIGNMENTS. The benefits of the Agreement shall inure to the respective
successors and assignees of the parties and assigns and
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representatives, and the obligations and liabilities assumed in this Agreement by he
parties hereto shall be binding upon their respective successors and assigns; provided that
the rights and obligations of PHELPS under this Agreement may not be assigned or delegated
without the prior written consent of TKNK and any such purported assignment shall be null
and void.E.
    
    ORIGINALS. This Agreement may be executed in any number of counterparts, each of
which so executed shall be deemed an original and constitute one and the same agreement.F.
    
    NOTICES. All notices that are required to be or may be sent pursuant to the provision
of this Agreement shall be sent by certified mail, return receipt requested, or by
overnight package delivery service to each of the parties at the addresses appearing
herein, and shall count from the date of mailing or the validated air bill.G.
    
    MODIFICATION AND WAIVER. A modification or waiver of any of the provisions of this
Agreement shall be effective only if made in writing and executed with the same formality
as this Agreement. The failure of any party to insist upon strict performance of any of
the provisions of this Agreement shall not be construed as a waiver of any subsequent
default of the same or similar nature or of any other nature.H.
    
    INJUNCTIVE RELIEF. Solely by virtue of their respective execution of this Agreement
and in consideration for the mutual covenants of each other, TKNK and PHELPS hereby agree,
consent and acknowledge that, in the event of a breach of any material term of this
Agreement, the nonbreaching party will be without adequate remedy-at-Iaw and shall
therefore, be entitled to immediately redress any material breach of this Agreement by
temporary or permanent injunctive or mandatory relief obtained in an action or proceeding
instituted in any court of competent jurisdiction without the necessity of proving damages
and without prejudice to any other remedies which the non-breaching party may have at law
or in equity.I,
    
    ATIORNEYS FEES. If any arbitration, litigation, action, suit, or other proceeding is
instituted to remedy, prevent or obtain relief from a breach of this Agreement, in
relation to a breach of this Agreement or pertaining to a declaration of rights under this
Agreement, the prevailing party will recover all such partys attorneys fees incurred in
each and every such action, suit or other proceeding, including any and all appeals or
petitions there from. As used in this Agreement, attorneys fees will be deemed to be the
full and actual cost of any legal services actually performed in connection with the
matters involved, including those related to any appeal
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to the enforcement of any judgment calculated on the basis of the usual fee charged by
attorneys performing such services.J.
    
    INVESTMENT COMPANY STATUS. TKNK represents that it is not an investment
company, registered or unregistered.
  Craig Phelps
    
    TEKNIK DIGITAL ARTS INC.John WardChief Executive Officer
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