EXHIBIT 10.1

Agreement

between

Q-Seven Systems GmbH
Frohnkamp 18
40789 Monheim
Germany
Herein referred to as "LICENSOR"

and

Q-Seven Systems, Inc.
1800 East Sahara Avenue
Las Vegas
Nevada
USA
Herein referred to as "LICENSEE"

General Provisions

The LICENSOR has  developed and owns a  modularized  software  suite that can be
used to  distribute  products  and  services  and collect  payments  through the
internet.  Further the suite  maintains  User  accounts and handles  credit card
transfers.  This  program  hereinafter  will be referred  to as the  "SOFTWARE",
whether as source code or compiled program.

The LICENSEE has extensive  experience  and the necessary  labor force to market
the software.

Establishing  the terms and conditions of their mutual  partnership  the parties
agree as follows:

(1)

The LICENSOR  grants to the LICENSEE the exclusive  and unlimited  right to sell
licenses of the SOFTWARE worldwide for perpetuity. Exclusive shall be defined to
mean that the LICENSOR cannot sell,  license or other wise transfer to any third
party said SOFTWARE in its present form or any future form or application it may
have, unless it does so through LICENSEE. A license of the SOFTWARE is the right
to  use  one  copy  of the  SOFTWARE  for a  particular  purpose  including  the
installation  of one copy of the  SOFTWARE on a machine to be  specified  by the
buyer of the License and the  necessary  training  for the staff of the buyer to
operate the SOFTWARE.

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The  LICENSOR  will  provide  installation  of the SOFTWARE and training for the
staff of the buyer.  Prices and conditions  under which such service is provided
will be subject to a separate agreement between LICENSOR and buyer.

The LICENSEE  cannot  transfer any right to sell licenses of the SOFTWARE to any
third party unless said third party is a wholly owned subsidiary of LICENSEE.

The  LICENSEE  is free to  choose  price  and  conditions  under  which he sells
licenses of the SOFTWARE.

The ownership of the SOFTWARE remains at all times with the LICENSOR.

(2)

The parties agree that the LICENSOR  receives from the LICENSEE a royalty fee of
90% of the  revenue  generated  by the sale of  licenses  of the  software.  The
payment of such royalty fees is due immediately  after each payment  received by
the LICENSEE.

The  Licensee has to disclose all  information  about any client or  prospective
sale to Licensor immediately after receipt of such information.

All  agreements  made by  LICENSEE  with  buyers  of  licenses  of the  SOFTWARE
involving any manpower or equipment of the LICENSOR need the formal  approval of
LICENSOR.

(3)

LICENSOR  warrants to the buyers of licenses of the  SOFTWARE  that the SOFTWARE
shall conform in all material respects to the  Documentation  then provided with
the SOFTWARE.

LICENSOR'S  sole  obligation  under this warranty  shall be limited to using its
reasonable  efforts to correct any defects and supply the buyer with a corrected
version  of  the  SOFTWARE  (or  an  Update   including  an  appropriate   error
correction),  as soon as  practicable  after the buyer has notified  LICENSOR of
such defects. All other warranties and liabilities comply with the regulation of
the German law.

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(4)

All costs  directly  related to the sale of licenses of the SOFTWARE  have to be
paid by LICENSEE.  Licensor will bear all other  expenses  especially  hereunder
marketing and software  development  costs not directly  related to a particular
sale of a license of the SOFTWARE.

(5)

LICENSOR will use  reasonable  efforts to develop the SOFTWARE  according to the
Product  Development  Plan attached to this  Agreement.  From time to time,  the
parties will adjust this  Product  Development  Plan to the then current  market
demands,   the  Licensor's   capacities   and  financial   situation  and  other
determinants influencing the development of the SOFTWARE.

Further,  the LICENSOR will use reasonable  efforts to market the software.  The
amount  of  money  spent,  the  target  groups,  target  markets  and  marketing
instruments are in LICENSOR'S sole discretion.

LICENSOR  will provide  technical  support for the  operation of the SOFTWARE to
buyers of  licenses  of the  SOFTWARE.  Prices and  conditions  under which such
service is provided will be subject to a separate agreement between LICENSOR and
buyer.

(7)

This Agreement and the Support  Agreement  reflects the entire  understanding of
the  parties  with  respect  to  the  subject   matter  of  this   agreement  No
supplementary   agreements  exist.  All  additions  and  modifications  of  this
agreement have to be in written form and require the approval of both parties.

Any invalid portion of this agreement will not affect the validity of the entire
agreement. The patties will replace the invalid portion with a provision meeting
their original understanding.

This Agreement will be governed by the laws of the State of Nevada.

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In witness  thereof,  the parties  have caused this  Agreement to be executed by
their duly authorized representatives.

For LICENSOR                                   For LICENSEE


/s/ Ph. Kriependorf                            /s/ Ph. Kriependorf
------------------------------                 ------------------------------
Philipp Kriependorf                            Philipp Kriependorf
Managing Director                              President and Director


                                               /s/ Ph. Kamp
                                               ------------------------------
                                               Philip Kamp
                                               Director


                                               /s/ Olaf Cordt
                                               ------------------------------
                                               Olaf Cordt
                                               Secretary and Director

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