AMERICAN SALES INDUSTRIES
                              3560 Investment Lane
                          Riviera Beach, Florida 33404

                                 March 14, 2000

NetMaximizer.com, Inc.
4400 North Federal Highway, Suite 407
Boca Raton, Florida  33431

Gentlemen:

         You have advised us that you propose to assume for yourselves the
warehousing and fulfillment services that we have been performing with regard to
certain products (the "Products") that you have been selling through the
NetMaximizer.com, Inc. Internet store or otherwise to your customers (each a
"Customer"). Separately, you and we have agreed to a lease regarding a portion
of our warehouse space, located at 3560 Investment Lane, Suite 201, Riviera
Beach, Florida 33404 (the "Leased Premises"). You have asked that we act as your
non-exclusive purchasing agent to acquire and have the Products delivered to the
Leased Premises. This agreement ("Agreement") sets forth the terms and
conditions under which we will act as your non-exclusive purchasing agent.

23. We have relationships with various suppliers of the Products that enable us
to establish and maintain a price list (the "Price List") for the Products. Our
Price List will include all costs to be paid by you with regard to delivery of
the Product, but will not include our fee for acting as your purchasing agent,
as provided in paragraph 5, below. You may also have other purchasing agents for
some or all of the Products and you will have the ability to purchase the
Products yourselves. You will use our Price List and, based upon the cost per
item quoted on the Price List (as compared with the prices quoted by other
purchasing agents or available directly to you from a Product supplier), you
may, in your absolute discretion, place orders ("Purchase Orders") with us from
time-to-time which you will direct that we cause to be filled.

     o    We are responsible to ensure that any amendments to the Price List are
          provided to you on a timely basis.

     o    In the event that the item cost has changed from that contained in the
          Price List which you used to base your Purchase Order, we will have
          two alternatives upon receipt of your Purchase Order: (a) we can
          notify you within one (1) business day that we cannot provide the
          Product at the quoted price and inform you of the current price,
          holding that portion of your Purchase Order pending your decision
          regarding purchase at the amended price (but fulfilling our
          responsibilities to order the other


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          Products, the price for which was correct on the Price List); or (b),
          in the event that we either (i) fail to notify you or (ii) choose in
          our discretion to do so, we will fill the Purchase Order at the price
          indicated on the Price List.

24. We will direct (the "Supply Order") the Product suppliers to deliver the
Products to you at the Leased Premises according to the schedule that you have
requested in the Purchase Order (e.g., next day, two-day, ground). Until the
Products are delivered to the Leased Premises, all risk of loss or damage to the
Products will remain with the Product supplier or with us, but in no event will
you assume any of such risk.

25. Upon receipt of the Products, you will have the customary, commercially
reasonable time to accept or reject the goods; provided, however, that if you
pick and pack any Product item for shipment to your Customer, you will be deemed
to have accepted that Product item (but not all like Product items) at the time
of such packing. You will maintain records by Product Order number of all
Product items actually received, of the Product items accepted and of the
Product items rejected and returned to the Product supplier. This information
will be reported to us (the "Weekly Reconciliation Report") by Wednesday
(provided that Wednesday is a business day, but if it is not, by the next
business day thereafter) of the week following the Delivery Week (defined
below).

26. No Supply Order will permit the disclaimer of warranties of merchantability
or, as appropriate, fitness for a particular purpose by a Product supplier, nor
shall we otherwise permit any Product supplier to limit their Product
warranties. As your non-exclusive purchasing agent, however, we make no
warranties to you or to your Customers with regard to the Products.

     o    In the event that any Product is returned to you by your Customer, we
          assume no responsibility to you with regard to such returned Product.

27. For acting as your non-exclusive purchasing agent in connection with the
purchase of Products, we shall be entitled to receive and you hereby agree to
pay to us upon consummation of each Supply Order, a fee (your "Purchasing Agent
Fee") determined as follows: for each item delivered and accepted the unit price
of which is less than $5.00, a per item fee of $0.50; for each item delivered
and accepted the unit price of which is equal to or greater than $5.00 but less
than $10.00, a per item fee of $0.75; and for each item delivered and accepted
the unit price of which is equal to or greater than $10.00, a per item fee of
$1.00. We shall be due no other fee or compensation in connection with acting as
your non-exclusive purchasing agent.

     o    In determining the "per item fee" for purposes of this paragraph, the
          unit price as indicated on the Price List (or determined in accordance
          with the Price List) for the quantity of units actually delivered
          shall control. That is, if the Price List indicates that the per unit
          price is $5.00 if the quantity ordered is ten or fewer, but the per
          unit price is $4.75 if the quantity ordered is greater than ten, the
          Purchasing Agent Fee

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          shall be determined in accordance with the quantity actually delivered
          pursuant to the Supply Order.

28.       Payment and Reconciliation.
          --------------------------

          o    At the time you deliver to us your Purchase Order, you agree to
               deliver the total purchase price of the Products ordered
               ("Deposited Monies"), determined in accordance with the Price
               List.

          o    We will identify any excess of Deposited Monies as follows: For
               purposes of this paragraph, Products accepted during the period
               beginning on Saturday and ending on the following Friday shall be
               deemed to be purchased by you in that "Delivery Week," regardless
               of the week during which the Purchase Order for such Product was
               submitted to us or during which the Products were physically
               delivered to the Leased Premises. By close of business on
               Thursday of the week following the Delivery Week, we will use the
               Weekly Reconciliation Report for that Delivery Week to determine
               the excess, if any, of the Deposited Monies with regard to
               Products accepted, relative to particular Purchase Orders to
               which those Deposited Monies relate.

          o    We will credit the amount of such deviation, if any, against the
               Purchasing Agent Fee due as the result of the activity of that
               Delivery Week and invoice you for the balance of the Purchasing
               Agent Fee due. In the event the result of that reconciliation is
               less than $1,000 (whether that amount is due to us as additional
               Purchasing Agent Fees or due to you as a refund of Deposited
               Monies), we will carry that amount forward to the next week. In
               any other event, the reconciliation amount shall be due to the
               owed party on Friday of the week following the Delivery Week (but
               if such Friday is not a business day, then on the next business
               day).

29. We are an independent contractor. Except with regard to Supply Orders, our
personnel have no authority to make commitments, enter into contracts on behalf
of, bind or otherwise obligate NetMaximizer.com, Inc. in any manner whatsoever.
As a result of our acting as your non-exclusive purchasing agent, we may learn
confidential information about you (for example, information not generally known
to the public regarding your business methods, technical operations and trade
secrets). We agree to keep that information secret, unless we are required by a
court or other authority to disclose it, in which case we will so notify you.

30.       Indemnification.
          ---------------

          o    Except as limited in the next subparagraph, you agree to
               indemnify and hold us harmless from any and all loss, liability,
               cost, damages, and expenses (including reasonable attorneys'
               fees) on account of any and all manner of claims, demands,
               actions and proceedings that may be instituted against us by (a)
               your Customers

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               arising from or involving any Product or (b) any third party
               arising from this Agreement. You shall have the sole right to
               conduct the defense of any such claim or action and all
               negotiations for its settlement or compromise; provided, however,
               that we may, at our own expense, fully participate with your full
               cooperation in such defense to protect our own interests, if we
               determine that such participation is necessary. We agree to
               cooperate with you, at your expense, and provide copies of any
               documents or materials reasonably requested by you in support of
               your defense of us hereunder, unless otherwise mutually agreed
               upon in writing.

          o    Because we want to protect our relationships with our Product
               suppliers, we agree to defend and/or handle at our own expense,
               any claim or action against you by any Product supplier arising
               from a Supply Order. You will give us prompt notice of any such
               claim or action and copies of all papers served upon or received
               by you relating to same. We further agree to indemnify and hold
               you harmless from and against any and all liabilities, losses,
               costs, damages and expenses (including reasonable attorneys'
               fees) associated with any such claim or action, unless such claim
               arose from your gross negligence. We shall have the sole right to
               conduct the defense of any such claim or action and all
               negotiations for its settlement or compromise; provided, however,
               that you may, at your own expense, fully participate with our
               full cooperation in such defense to protect your own interests,
               if you determine that such participation is necessary. You agree
               to cooperate with us, at our expense, and provide copies of any
               documents or materials reasonably requested by us in support of
               our defense of you hereunder, unless otherwise mutually agreed
               upon in writing.

31. All communications hereunder, except as may be otherwise specifically
provided herein, shall be in writing and shall be mailed, hand delivered, or
telexed or telegraphed and confirmed by letter, to the party to whom it is
addressed at the address set forth above. All notices hereunder shall be
effective upon receipt by the party to which it is addressed.

32. The benefits of this Agreement shall inure to our respective successors and
assigns and their successors and assigns and representatives, and the
obligations and liabilities assumed in this Agreement by the parties hereto
shall be binding upon their respective successors and assigns; provided, that
the rights and obligations of either party under this Agreement may not be
assigned without the prior written consent of the other party hereto and any
other purported assignment shall be null and void.

33. This Agreement shall be governed by, and construed in accordance with the
laws of the State of Florida, without regard to choice-of-law principles, as if
made and to be performed solely in Florida.

         A. The parties shall attempt in good faith to resolve any dispute
arising out of or relating to this Agreement by negotiation between an American
Sales Industries executive and a NetMaximizer.com, Inc. executive who has
authority to settle the controversy and who is at a

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higher level of management (if any) than the person with direct responsibility
for the administration of this Agreement. Either party may give the other party
written notice of any dispute not resolved in the normal course of business.
Within five (5) business days after delivery of the notice, the party receiving
the notice shall submit a written response to the other party. The notice and
the response shall include (i) a statement of each party's position and a
summary of arguments supporting that position and (ii) the name and title of the
executive who represents that party and of any other person who will accompany
the executive. Within five (5) business days after delivery of the response, the
executives of both parties shall meet at a mutually acceptable time and place,
and thereafter as often as they reasonably deem necessary to attempt to resolve
the dispute. All reasonable requests for information made by one party to the
other will be honored. If the matter has not been resolved within thirty (30)
days of the disputing party's notice, or if the parties fail to meet within
fifteen (15) days of the delivery of the notice, either party may initiate
arbitration of the controversy or claim as provided hereinafter. All
negotiations pursuant to this clause are confidential and shall be treated as
compromise and settlement negotiations for purposes of the Florida and Federal
Rules of Evidence.

         B. Except with regard to the confidentiality provisions of paragraph 7
and the indemnification provisions of paragraph 8, any disputes between us with
respect to the agreements contained in this Agreement are to be settled by
binding arbitration conducted pursuant to the commercial arbitration rules of
the American Arbitration Association in Palm Beach County, Florida. In any such
arbitration the scope and timing of any discovery shall be determined by the
arbitrators. Such arbitration is to be the sole remedy for the settlement of
such disputes.

         C. With regard to confidentiality and indemnity disputes, each of us
hereby irrevocably and unconditionally consents to submit to the exclusive
jurisdiction of the courts of the State of Florida and of the United States of
America, in each case located in the County of Palm Beach, for any action,
proceeding or investigation in any court or before any governmental authority
("Litigation") arising out of or relating to this Agreement and the transactions
contemplated hereby (and agrees not to commence any Litigation relating thereto
except in such courts), and further agrees that service of any process, summons,
notice or document by U.S. registered mail to its respective address set forth
in this Agreement shall be effective service of process for any Litigation
brought against it in any such court. Each of the parties hereto hereby
irrevocably and unconditionally waives any objection to the laying of venue of
any Litigation arising out of this Agreement or the transactions contemplated
hereby in the courts of the State of Florida or the United States of America, in
each case located in the County of Palm Beach, and hereby further irrevocably
and unconditionally waives and agrees not to plead or claim in any such court
that any such Litigation brought in any such court has been brought in an
inconvenient forum.

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         If the foregoing correctly sets forth our agreement, please sign two
copies of this letter in the space provided below and return one of the executed
copies to us.

                                                  Very truly yours,

                                                  AMERICAN SALES INDUSTRIES

                                                  /s/ Pat Talerico
                                                  -----------------------------
                                                  By: Pat Talerico
                                                  Its President

Confirmed and Agreed to
this __ day of March, 2000

NETMAXIMIZER.COM, INC.

/s/ David A. Saltrelli
-----------------------------
By: David Saltrelli
Its President

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