Filed by Automated Filing Services Inc. (604) 609-0244 - Digital Ecosystems Corp. - Exhibit 10.2






MARKETING MANAGEMENT SERVICES
CONTRACT

This Professional Services Contract ("Contract") made this
_15_ day of _October_, 2005, (“Effective Date”) by and
between:

(1)     Digital Ecosystems Corp. (The
Client) of
1313 East Maple Street, Suite 223
Bellingham, WA 98225
T
((360) 685-4200 / F (360) 685-4222
A Nevada Corporation
IRS Employer ID
#98-0431245
And any such successors, assignees, divisions, or entity as
may
enjoin or assume the assets and/or debt of the above.

And

(2)     Chorus Marketing (Chorus)
of
1403 – 510 West Hastings St., Vancouver, BC V6B 3L8
Phone: (604)
408-8463 Fax: (604) 687-8463 (Chorus)

ARTICLE 1
PURPOSE

	1.1 	
      The purpose of this contract is to set forth the terms by
      which Chorus will provide The Client with advertising, marketing and
      communications consulting services ("Services").



ARTICLE 2
PROFESSIONAL SERVICES

	2.1 	
      Professional Services to be rendered. Chorus
      agrees to render the following services;

	 	 	 	 
		a) 	
      Chorus will act as The Client’ representative to those
      suppliers as required for the provision of services outlined in article
      2.1. Chorus will manage and where applicable, purchase advertising space,
      develop brand identity and market positioning tools, supervise art
      production and oversee the coordination of marketing initiatives on behalf
      of The Client including but not limited to the following:

	 	 	 	 
			i. 	
      Brand Identity - Design corporate logo and
      business package. Provide digital files suitable for printing for one each
      of letterhead, label, business card and envelope. Up to three (3)
      revisions, digital file manipulation of artwork and content is included.
      Estimate to completion: 3,000 dollars. Does not include print
      production costs. Print production would be charged at cost plus
    10%.

	 	 	 	 
			ii. 	
      Website – Design & Development, Hosting and
      Ongoing Management – Design and program website. Host the domain and email
      services. Additional graphic design, creative, digital image manipulation,
      photography, or stock photography purchase required to complete project
      and as directed by The Client to be billed as extra to contract according
      to the terms defined in article 4. All 3rd party fees subject
      to Client approval and billed at cost plus 10%. Estimate to completion of
      standard 6-page site including hosting and data management for one (1)
      year: 10,000 dollars. Includes 10 hours basic animation or flash
      design and implementation. NOTE: Does not include 3rd party
      integrated data services or E-commerce integration.

	 	 	 	 
			iii. 	
      Investor Information Package Development and
      Production – Graphic design of folder and up to five (5) insert pages.
      Provide print ready files. Digital image manipulation, photography, or
      stock photography purchase to be billed as extra to contract according to
      the terms defined in article 4. Estimate for design and development:
      TBD- based on final design. NOTE: Does not include 3rd
      party costs such as printing and photographic purchases. All
      3rd party charges to be billed at cost plus
  10%.




	Chorus Marketing 	Page 1of 5 	V: 604.408.8463 
	1403 – 510 West Hastings St. 	Confidential 	E: info@chorusmarketing.ca 
	Vancouver, BC V6B 1L8 	  	W: chorusmarketing.ca 
	  	  	F: 604.687.8463 
	10/28/2005 	  	  







		iv.   	
      Supplemental Investor Materials: (eg: Executive
      Summaries, Analyst report printing and reformatting, ad design, etc...)
      General layout and design fees included in retainer up to 40 hours
      per month. Overtime billing (past 40 hours) will be at 75.00 per hour.
      Does not include 3rd party costs such as printing and
      photographic purchases. All 3rd party charges to be billed at
      cost plus 10%.



		 	 
		v. 	
      PowerPoint Presentations – Development and
      Production – Take supplied editorial, design PowerPoint template and
      layout presentations as required. Digital image manipulation, photography,
      or stock photography purchase to be billed as extra to contract according
      to the terms defined in article 4. Estimated at 75.00 dollars per output
      slide – does not include photographic purchases or rights
    management.

		 	 
		vi.   	
      Newsletter Development and Production. Develop
      digital newsletter template and editorial schedule. Digital image
      manipulation, photography, or stock photography purchase to be billed as
      extra to contract according to the terms defined in article
      4. Estimate for initial research and development including template:
      2,500 dollars. Additional charges based on editorial content as
      submitted and estimated prior to execution. Monthly updating service
      included in retainer. Printing and other 3rd party charges (if
      required) are based on cost plus 10%.



		 	 
		vii. 	
      Copy writing, Editing and Proofing – As required;
      for newsletters, speeches, news releases, marketing and advertising
      materials, on an “as required” basis. Base Fee included in retainer.
      Projects requiring more than 40 hours service in a given month to be
      billed at 75.00 per hour after the first 40 hours.

		 	 
		viii. 	
      News Release dissemination management - All
      3rd party fees subject to The Client approval and billed at
      cost plus 10%. NOTE: some providers offer volume purchase discounted
      pricing. If The Client wishes to take advantage of this type of offer, a
      separate invoice will be provided by Chorus upon selection and agreement
      with said 3rd party provider. Fees for management included
      in retainer.

		 	 
		ix. 	
      Language Translation/Transcription Services – as
      required for the development of foreign marketing media. All revisions and
      file manipulation of existing text content is included. Based on
      twenty-seven cents (.27) per word plus a management fee of 250 dollars per
      page (minimum of 100 words per page).




	
      2.2       
	
      Other Services. First right of refusal to Provide
      advertising creative and media buying services, public relations campaign
      development and fulfillment, graphic design, creative and production
      services as and when required by The Client. Fees to be determined based
      on contract requirements and will be billed as outlined in article 4.1.
      




	  	  
	
      2.3   
	
      Outside Contractors. Chorus shall have the right
      to use third-party contractors to fulfill any of its obligations under
      this Contract. 




ARTICLE 3

  RESPONSIBILITIES

	3.1 	Chorus Acknowledgments. Chorus
        acknowledges that it has responsibility for the following: 

	 	 
	 	3.1.1	Selection of all 3rd party suppliers and
        for determining that the supplier will meet The Client requirements including
        the adherence to standard non-disclosure agreements.

	 	 	 
	 	3.1.2 	Management and proper administration and execution
        of all projects to comparable industry standards as defined by the practices
        of the American Marketing Association as required, defined and allocated
        by The Client and accepted by Chorus.





	Chorus Marketing 	Page 2of 5 	V: 604.408.8463 
	1403 – 510 West Hastings St. 	Confidential 	E: info@chorusmarketing.ca 
	Vancouver, BC V6B 1L8 	  	W: chorusmarketing.ca 
	  	  	F: 604.687.8463 
	10/15/2005 	  	  






ARTICLE 4
PROFESSIONAL SERVICES FEES

	
      4.1         
	
      Professional Charges. Chorus will provide the
      Services as outlined in article 2 above for the fees as stated above
      (Article 2.1) for a term as per article 5.1. Additionally, and in
      consideration of several items identified in Article 2.1 Chorus shall
      receive a further retainer of $5,000 monthly, payable in advance of
      service. NOTE: All fees are quoted in United States currency.
    





	  	  	  
	
          
	
      4.1.1   
	
      The Client may obtain additional services upon request –
      subject to negotiation – some additional fees may apply 


	  	  	  
	
            
	
      4.1.2     
	
      All out of pocket expenses including long distance,
      couriers, photography, printing, cell use, digital photography
      manipulation, image purchase, image sourcing will be extra to this
      contract and will be billed at cost plus 10%. 



	  	  	  
	
            
	
      4.1.3     
	
      All “services” outside the scope of this contract will be
      estimated on a project-by-project basis. All fees for these services will
      be due and payable upon receipt of invoice by The Client. 



	  	  	  
	
            
	
      4.1.4     
	
      Any increase in fees charged by suppliers as outlined in
      article 2 will be billed as extra to contract immediately upon
      notification of the supplier to Chorus and approval of The Client to
      proceed with said services. 



	  	  	  
	4.2 	Payment 
	  	  	  
	
            
	
      4.2.1     
	
      Chorus will submit monthly invoices due in advance of
      service. All invoices to include fees payable to 3rd party
      providers, graphic, design and editorial fees as outlined in articles 2.1
      and 4.1.4 (inclusive) and are payable upon receipt. 



	  	  	  
	
          
	
      4.2.2   
	
      Chorus will submit invoices due and payable upon receipt
      to include items outlined in article 4.1.1, 4.1.2, 4.1.3 and 4.1.4.
  


	  	  	  
	  	4.2.3 	The Client agrees to promptly pay Chorus’s invoices in
      accordance with articles 4.2.1, 4.2.2. 
	  	  	  
	
      4.3     
	
      Late Charges. The Client agrees to pay a one
      percent (1.5%) per month late charge for each month or part thereof on any
      invoice submitted to The Client by Chorus, which is not paid within
      fifteen (15) days of the invoice date. 



	  	  	  
	
      4.4   
	
      Duties and Taxes. The professional fees set forth
      in this Article 4 are exclusive of any sales taxes and user taxes, and The
      Client shall pay any and all applicable taxes. 




ARTICLE 5
TERM

	
      5.1   
	
      Commencement. Chorus will immediately commence
      Services pursuant to this Contract. This contract shall be in force for 1
      year from the day and year first written above. 




ARTICLE 6
CONFIDENTIALITY

	6.1 	Disclosure. Both parties agree to protect each other
      from disclosure of any proprietary information in accordance with standard
      non-disclosure practices. The obligations of Article 6.1 shall survive the
      termination of this Contract.




	Chorus Marketing 	Page 3of 5 	V: 604.408.8463 
	1403 – 510 West Hastings St. 	Confidential 	E: info@chorusmarketing.ca 
	Vancouver, BC V6B 1L8 	  	W: chorusmarketing.ca 
	  	  	F: 604.687.8463 
	10/15/2005 	  	  






ARTICLE 7
LIMITATION OF DAMAGES AND DISCLAIMER

	7.1 	
      Liability. The Client agrees and acknowledges that
      Chorus shall have no liability to The Client for any consequential,
      incidental or business interruption losses suffered by The Client which
      may result from Chorus's default in the performance of its obligations
      under this contract. The Client further agrees and acknowledges that any
      liability of Chorus to The Client shall not exceed the aggregate amount of
      professional charges paid to Chorus by The Client pursuant to article
      4.1.



ARTICLE 8
SUSPENSION OF PROFESSIONAL
SERVICES

	8.1 	
      Force Majeure. Any prevention, delay or stoppage
      due to strikes, lockouts, labor disputes, acts of God, governmental
      restrictions, governmental regulations, government controls, judicial
      orders, civil commotion, fire or other casualty, and other disasters or
      events beyond the reasonable control of either party, shall excuse the
      performance of that party of its obligations hereunder, for a period equal
      to any such prevention, delay or stoppage.



     ARTICLE 9 TERMINATION

	
      9.1         
	
      Notice. Either party may choose to terminate (or
      cancel) this contract at any time – giving 30 days notice in writing –
      outlining the reason for termination and providing each party the
      opportunity of a further 30 days to attempt any corrective measures. Upon
      termination or cancellation The Client agrees to pay Chorus for all work
      to-date and outstanding invoices as per articles 4.1 and 4.2. 







ARTICLE 10
GOVERNING LAW and RIGHTS

	
      10.1       
	
      British Columbia Law. This Contract shall be
      governed by and construed in accordance with the laws of the Province of
      British Columbia without reference to the place of execution of this
      Contract or the residence of the parties. Any action to enforce any
      provision of this Contract or for damages shall be filed in the court
      system of this province. 




	 	 
	
      10.2       
	
      Representation. The Client agrees to abide at all
      times by the governing rules, regulations, guidelines and procedures both
      legal and professional as regards their relationship with any person or
      business in place within all states, provinces, countries and territories
      affected by their business activities. 




	 	 
	
      10.3       
	
      Rightful Claim. The Client affirms and guarantees
      that any and all information provided to Chorus is truthful and factual.
      The Client further guarantees that said information is legally provided
      and can be disseminated to the public, and that the Client has legal title
      and right to any claims or comments provided to Chorus for general
      release. 






ARTICLE 11
MISCELLANEOUS

	
      11.1     
	
      Entire Contract. This Contract, together with any
      exhibits and attachments, contains the entire contract between Chorus and
      The Client relating to the responsibilities and duties assumed by the
      parties hereunder and the Services to be rendered by Chorus. 



	  	  
	
      11.2   
	
      Relationship. This document in no way shall be
      construed as an employment contract between either party or their
      representatives. 


	  	  
	
      11.3   
	
      Promotion. The Client shall grant Chorus
      permission to use agreed upon portions of the creative, images, and any
      press or media materials for promotional purposes. 





	Chorus Marketing 	Page 4of 5 	V: 604.408.8463 
	1403 – 510 West Hastings St. 	Confidential 	E: info@chorusmarketing.ca 
	Vancouver, BC V6B 1L8 	  	W: chorusmarketing.ca 
	  	  	F: 604.687.8463 
	10/15/2005 	  	  







	11.4 	Correspondence. 



	To: 	To : 
	           
                       Chorus
      Marketing 	           
                       Digital
      Ecosystems Corp. 
	           
                       1403 –
      510 West Hastings St. 	           
                       1313 East
      Maple Street, Suite 223 
	           
                     
       Vancouver, BC V6B 1L8 	           
                     
       Bellingham, WA 98225 
	           
                       T:
      604.408.8463 	           
                       T ((360)
      685-4200 
	           
                       F:
      604.687.8463 	           
                       F (360)
      685-4222 
	  	  
	Attention: 	Attention: 
	           
                       Ian
      Murray 	           
                       Gregory
      Leigh Lyons 


IN WITNESS WHEREOF, the parties have executed this
Contract as of the day and year first above written.

	Chorus Marketing 	Digital Ecosystems Corp. 
	  	  
	  	  
	By:

      /s/ Ian G. Murray                  	By:

      /s/ G. Leigh Lyons                    
	Ian G. Murray, Partner 	 G. Leigh Lyons, President 
	Date: _October 15_, 2005 	 Date: _October 15_, 2005




	Chorus Marketing 	Page 5of 5 	V: 604.408.8463 
	1403 – 510 West Hastings St. 	Confidential 	E: info@chorusmarketing.ca 
	Vancouver, BC V6B 1L8 	  	W: chorusmarketing.ca 
	  	  	F: 604.687.8463 
	10/15/2005