Exhibit 10.10

                   [LETTERHEAD OF GLOBAL EQUITY PARTNERS PLC.]


1. PARTIES TO THE AGREEMENT

     GLOBAL  EQUITY  PARTNERS  PLC.  ("GEP")  domiciled in 306  Victoria  House,
Victoria,  Mahe,  Republic of Seychelles and 1 Berkeley Street,  London W1J 8DJ,
United Kingdom.

     CDP SECURITY  GROUP LIMITED ("the  Company" / " Direct CCTV")  domiciled in
the United  Kingdom,  Victory  Way,  Admirals  Park,  Crossways  Business  Park,
Dartford, Kent DA2 6QD .

2. APPOINTMENT AND SERVICES RENDERED.

     GEP will act as corporate finance adviser to the Company in connection with
the  objectives  of this  engagement.  As  such,  GEP  will  use all  reasonable
endeavors to provide the following advice, assistance and services:

     *    An in depth review of the  Company's  internal due  diligence  package
          provide by the client.
     *    Preparation  of the  initial  plan of action and road map based on the
          due diligence review.
     *    Review and discussion of the Company's business plan.
     *    Review of the three year financial projections created by the Company.
     *    Preparation  of  an  appropriate  corporate   restructuring  plan,  if
          required.
     *    GEP shall use  reasonable  efforts  through its  marketing  and public
          relations contacts to support and market the Company including:
          (i)  Where appropriate, arrange meetings and assist in presentations.
          (ii) Assist  the  Company,   the  Directors  and  their   advisors  in
               negotiating definitive documentation.
          (iii)Take such  other  actions  as are  reasonably  necessary  to give
               effect to the foregoing.
     *    Sourcing  of  legal  counsel,  accountants,  tax  advisors  to  assist
          management with corporate compliance.
     *    Assist with the  preparation  of the  "Private  Placement  Memorandum"
          documents.
     *    Assist the Company with introductions to funding sources.
     *    Assist  legal  counsel  with  the  drafting  of  the  public   listing
          documents.
     *    Assist the Company with the  preparation  of the financial  statements
          and footnotes for previous two fiscal years.
     *    Assist  with  the  audit of the  company's  financial  statements  and
          footnotes.
     *    Liaise with the tax advisors  regarding  the Tax  disclosures  and Tax
          provision  calculations.

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     The Company will give GEP reasonable and prompt co-operation and assistance
to support GEP in the provision of its services  hereunder and keep GEP informed
of all  developments  relevant  to  the  objectives  of  this  engagement  ("the
Services").

     The Company  agrees not to appoint and not to instruct  any other person on
its behalf to appoint any other person as arranger/  advisor for such purpose at
any time during the  Engagement  Period  without GEP's  specific  consent,  such
consent not to be unreasonably withheld.  Further,  during the Engagement Period
the Company itself shall ensure that no other person on its behalf instructs any
other  agents,  intermediaries  or advisors in  relation to the  specific  above
stated objectives of this engagement without GEP's prior written approval.

     The Company shall  promptly  inform GEP of all  information,  inquiries and
proposals it has received  before or receives at any time during the  engagement
period with respect to the specific objectives of this engagement.

     GEP shall inform the Company on a regular basis of any information that may
come to its attention  regarding the  objectives of this  engagement  during the
engagement period.

     The Company  acknowledges  that this engagement  letter does not constitute
any  understanding  or commitment  whatsoever  by GEP, or any of its  respective
affiliates,  to  participate  financially  in any way in the  objectives of this
engagement.

     At  the  Company's   option,   GEP  agrees  to  introduce  to  the  Company
professional  advisers to include but not be limited to  reporting  accountants,
auditors,  lawyers  and  registrars,  it  being  understood  that  all  fees  in
connection with such professional advice will be borne by the Company.

     Finally,  at the Company's option,  GEP agrees to provide assistance in the
marketing of the  Company's  product,  any such  assistance  to be governed by a
separate agreement.

3. FEES AND EXPENSES

     In  consideration  of GEP providing the Services,  the Company will pay GEP
the following fees, together with any applicable taxes thereon:

     (a)  $60,000 upon signing the agreement.

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     (b)  $60,000 upon finalization of due diligence and documentation no sooner
          than three months from the date of signing
     (c)  $120,000 upon completion of the contracted work.

         If the objectives of this engagement are to list on a PUBLIC  EXCHANGE,
     then the following fees will also be due to GEP:

     *    10% of the Company's  issued share capital whilst the company is still
          private.

In addition,  DIRECT CCTV will pay the  relevant  fees due as they become due to
the accountants and auditors.

         In  addition,  the  Company  shall  reimburse  GEP on  demand  for  all
out-of-pocket expenses incurred by GEP in providing the Services,  including but
not limited to travel,  accommodation and professional advisors fees, subject to
the  presentation  of invoices to the Company,  together with any taxes thereon.
All such expenses in excess of (euro)1,000  (One Thousand Euros) will be subject
to the prior written consent of the Company, such consent not to be unreasonably
withheld.  A representative will travel to the USA no more than twice during the
course of the contract on behalf of DIRECT  CCTV.  Each trip is expected to cost
$5000. That cost is to be reimbursed by the company.

         In the  event  that  GEP  provides  the  Services  hereunder  and  such
objectives of this  engagement  thereafter do not proceed owing to a material or
adverse  change in the structure of the Company or to any failure on the part of
the Company to close on such  Acquisition,  the Company shall be required to pay
to GEP a cancellation fee of $50,000 (Fifty Thousand Dollars).

     All fees shall be paid in USD$ or an  alternative  currency  using the days
prevailing  interbank exchange rate. All out of pocket expenses to be reimbursed
to GEP shall be reimbursed in the currency in which they were incurred.

4. ENGAGEMENT PERIOD AND TERMINATION

     GEP's  engagement  hereunder shall become effective on the date the Company
executes and delivers this  engagement  letter to GEP and shall remain in effect
until termination in accordance with the following provisions:

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     *    TERMINATION   OF  THIS   AGREEMENT   SHALL  OCCUR  ON  THE   FOLLOWING
          EVENTS/CIRCUMSTANCES: On the date 90 (ninety) days following execution
          by the parties of the present agreement, provided at least 30 (thirty)
          days prior to such date, at least one of the parties has served notice
          in writing on the other that it wishes the  engagement to terminate on
          such  date.  Where  no such  notice  is  served  by  either  party  as
          aforesaid,  the engagement  shall remain in effect for another 90 days
          from such date, under the same terms and conditions as set out in this
          engagement letter;

     *    GEP SHALL BE  ENTITLED  TO  TERMINATE:  In the event  there has been a
          material breach of the terms of the engagement  letter by the Company;
          otherwise,  subject to the minimum term  established in this contract,
          at any time as GEP so wishes on giving 30 (thirty) days written notice
          to the Company.

     *    THE COMPANY  SHALL BE ENTITLED  TO  TERMINATE:  In the event there has
          been a material  breach of the terms of the  engagement  letter by the
          Company;  otherwise,  subject to the minimum term  established in this
          contract, and to giving 30 (thirty) days written notice to GEP, in the
          event that the Company in its  discretion  no longer wishes to proceed
          with the objectives of this engagement / contract,  in which event the
          cancellation  fee  specified  in  this  contract  hereof  will  become
          immediately payable.

          At any time but without  prejudice to the  foregoing  as  specifically
          agreed between the parties in writing.

          Upon termination of this engagement  letter,  neither party shall have
          any continuing liability or obligation to the other.

5. INFORMATION AND CO-OPERATION

     In connection with GEP's  engagement  hereunder,  the Company shall provide
GEP with  such  information  and  documents  as GEP may  consider  necessary  or
desirable  in order to enable it to provide  the  Services  and to carry out its
duties and responsibilities  hereunder. In particular,  and without prejudice to
the generality of the foregoing, the Company will promptly furnish GEP with such
information  as GEP may  request in order to permit GEP to assist the Company in
preparing  any  material  required  for  the  Acquisition   (collectively,   the
"Acquisition Documents").

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     The Company will be solely  responsible for the contents of any Acquisition
Documents and the Company  represents  and warrants to GEP that the  Acquisition
Documents will, as of the date of any marketing, distribution of the Acquisition
Documents or completion, or preparation of the Acquisition, be true and accurate
in all material  respects,  not omit any material  fact and not be misleading in
any  respect  and,  with  respect  to any  financial  projections,  the  Company
represents  that they have been, or will be, prepared in good faith on the basis
of  reasonable  assumptions.  The Company  agrees to advise GEP  promptly of the
occurrence  of any event or any other change known to the Company  which results
in any  of the  Acquisition  Documents  containing  any  untrue  statement  of a
material  fact or omitting to state a material  fact the omission of which would
render any statements  contained  therein,  in light of the circumstances  under
which they were made,  misleading  and in such event the Company  shall  provide
corrective   information  to  GEP  suitable  for  inclusion  in  a  supplemental
information  statement.  For  purposes  of this  paragraph  notification  by the
Company must be made directly to GEP and GEP shall not be deemed notified solely
as a result  of  action,  notice  or the  constructive  knowledge  of any of its
Related Parties.

     The  Company  acknowledges  that  GEP  (i)  will  use  and  rely  upon  the
information  provided by the Company or on its behalf  which will  comprise  the
Acquisition Documents absolutely and without GEP itself independently  verifying
any of the same, (ii) does not itself assume any responsibility for the accuracy
of completeness of the Acquisition Documents.

     The Company hereby  authorizes GEP to provide the Acquisition  Documents on
its  behalf to those  concerned  with the  Acquisition.  GEP shall each have the
right to review and be required to approve all  Acquisition  Documents and every
form of letter, circular, notice, memorandum or other written communication from
the  Company  or any  person  acting  on  its  behalf  in  connection  with  the
Acquisition  and the persons to whom any of the  foregoing  are to be  directed,
such approval not to be unreasonably withheld.

     The Company  shall at all times use its efforts to assist GEP in  providing
the  Services  and in carrying out its duties,  functions  and  responsibilities
hereunder and shall  co-operate and use all reasonable  efforts to assist GEP in
complying with the applicable  laws of any  jurisdiction in which GEP operating.

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Confidentiality

     GEP  acknowledges  that,  in  performing  its  duties  from  time  to  time
hereunder, it shall receive from the Company certain information relating to the
Company, the Acquisition and otherwise to the transactions  contemplated by this
engagement letter.

     For  purposes  of  this  paragraph,   all  such  information,   except  for
information which

     (i)  Is comprised in Acquisition Documents as approved by the Company.
     (ii) GEP is  otherwise  authorized  by the  Company  to  disclose  to third
          parties otherwise than on a confidential basis.
     (iii)Is or  becomes  generally  available  to the  public  other  than as a
          result of a disclosure by GEP where such disclosure is not permitted.
     (iv) Is or  becomes  available  to GEP on a  non-confidential  basis from a
          person or entity other than the Company, is hereinafter referred to as
          "Confidential Information".

     GEP shall keep the  Confidential  Information  confidential and not without
the  Company's  prior  consent,  except as required by law,  legal  process,  or
regulatory authority:

     (i)  disclose or reveal any Confidential Information to any person, firm or
          entity other than those  employees,  agents or advisors of GEP who are
          actively and directly  participating in the transactions  contemplated
          by  this  engagement   letter  or  who  otherwise  need  to  know  the
          Confidential Information for the purpose of evaluating, structuring or
          reviewing any portion of the  objectives  of this  engagement or GEP's
          role with respect thereto.
     (ii) Use Confidential  Information for any purpose other than in connection
          with the transactions contemplated by this engagement letter.

     If GEP's  engagement  is  terminated  at any time,  GEP shall  continue  to
maintain the Confidential Information in confidence in accordance with the terms
of this  engagement  letter and, upon the written  request of the Company,  such
Confidential  Information  and all copies  thereof  as are held by GEP,  will be
returned to the Company,  or destroyed by GEP, provided,  however,  that GEP may
retain  one copy of the  Confidential  Information  in the files of its  general
counsel for  compliance  purposes or for the purpose of defending or maintaining
any litigation relating to this engagement letter.

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     If GEP  should  decide  that any such  Confidential  Information  should be
included in any documents  pertaining to the objectives of this engagement,  and
the  Company   withholds  its  consent  to  such  disclosure  or  refrains  from
co-operating  fully  in such  disclosure,  GEP  may  immediately  terminate  the
Services and the Company shall immediately reimburse all GEP's fees and expenses
due.

     The Company agrees that this engagement  letter  (including the fact of its
existence and its terms and conditions), and the services it describes, together
with any related information or documents, constitute confidential and propriety
information  of GEP.  The  Company  further  agrees  that its written and verbal
reports to the  Company  and all  writings  prepared  by or on behalf of GEP and
furnished  to  the  Company  in  connection  with  GEP's  engagement   hereunder
(collectively the "GEP Information")  shall be kept confidential and the Company
shall not without GEP's prior written consent,  except as required by law, legal
process or a regulatory authority, (i) disclose or reveal any GEP information to
any person, firm or entity other than those employees, agents or advisors of the
Company  who  are  actively  and  directly  participating  in  the  transactions
contemplated  by this  engagement  letter  or  otherwise  needed to know the GEP
information for the purpose of evaluating,  structuring or reviewing any portion
of the work carried out by GEP (objectives of this  engagement) or the Company's
participation  with respect  thereto,  or (ii) use the GEP  Information  for any
purpose  other than in connection  with the  transactions  contemplated  by this
engagement letter.

6. RELATED PARTIES.

     GEP acknowledges  that it will take all reasonable steps to ensure that any
Confidential Information obtained from the Company shall not be disclosed to the
Related Parties, except as permitted under point 6 of this agreement.

7. INDEMNIFICATION.

     The Company  agrees to indemnify and hold harmless GEP, each of its Related
Parties  and each of its or their  directors,  officers,  employees,  agents and
affiliates  (each an  "Indemnitee")  in respect of any and all  actions,  claims
losses,  liabilities,  damages, costs, charges and expenses whatsoever which any
Indemnitee  may  suffer or incur or which  may be made  against  any  Indemnitee
relating to or arising from GEP's engagement, the provision of the Services, any
acquisitions or otherwise from the arrangements  contemplated by this engagement
letter or any acts or omissions  of any  Indemnitee  otherwise  requested by the
Company  or  any  of  the  Company's  affiliates  pursuant  to or in  connection

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therewith, provided that the Company shall not be liable under this indemnity to
the  extent  any such  action,  claims,  losses,  liabilities,  damages,  costs,
charges,  or  expenses  are  attributable  to the gross  negligence  or  willful
misconduct of such  Indemnitee.  The indemnity in this paragraph is given to GEP
in its own right and as trustee for each other Indemnitee.

8. DUE DILIGENCE AND INFORMATION.

     The Company shall not be  responsible  for any due diligence in relation to
the  transaction and the Company  acknowledges  that any advice given by GEP, on
the structuring of the objectives contemplated in this contract,  shall be based
on information provided by the Company.

9. CONFLICTS.

     The Company  acknowledges that, in addition to GEP acting as arranger under
this  engagement  letter,  other  members of the GEP group of companies may have
other roles in  relation to the  Acquisition  or provide  other  services to the
Company  or  its  affiliates  or to  other  persons  who  may  have  a  role  or
participation in any or all objectives  contemplated in this agreement,  and the
Company  hereby on its own  behalf  and on behalf of its  affiliates  waives any
claim against GEP in undertaking any such other roles.

10. LIMITED GEP ROLE.

     It is expressly  agreed and understood that GEP is not providing nor is the
Company relying on GEP for legal,  accounting,  tax or other advice and that the
Company  will rely on the advice of its own  professionals  and  advisors  as it
considers appropriate for such matters and will make an independent analysis and
decision regarding the objectives  contemplated in this agreement in relation to
such matters based on such advice.

     The  determination  whether  to  accept  any  proposals,   presentation  or
recommendations arising out of GEP's services under this engagement letter shall
be made by the Company in its sole  discretion,  and the Company  shall have the
option, at its sole discretion,  to accept, reject or modify any such proposals,
presentations or recommendations rendered to it by GEP.

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     Nothing  in this  engagement  letter  shall give rise to any  liability  or
responsibility on the part of GEP for the success or otherwise of the objectives
contemplated in this agreement.

11. GEP AFFILIATES.

     The  Company  hereby  acknowledges  and  agrees  that GEP may  perform  the
services,  contemplated  to be  rendered  by it,  under this  engagement  letter
through selected  affiliates  within the host country of listing.  In connection
therewith but at all times subject to the  confidentiality  obligations  set out
herein,  GEP may share any  information on matters  relating to the Company with
such affiliates.

11. MODIFICATION OF AGREEMENT.

     This  engagement  letter may be  modified,  amended or  superseded  only in
writing  signed by both the  parties  hereto  and  expressly  referring  to this
engagement letter.

12. BROKERS.

     The Company  represents  and warrants that there have been no other brokers
or agents engaged by it or by any other person on its behalf in connection  with
the  transactions  contemplated  by this  engagement  letter,  other  than those
specifically advised.

     The Company  shall  indemnify and hold GEP for itself and on trust for each
of its Related Parties (each an "Indemnitee")  harmless against the claim of any
broker or agent  claiming  to have acted on behalf of the  Company or any of its
affiliates  in  connection  with the  Acquisition,  and against the claim of any
other  party  (other  than a party  expressly  engaged  by GEP)  claiming  to be
entitled to any fees or expenses in connection with the objectives  contemplated
in this agreement and against all costs,  charges and expenses  incurred by each
Indemnitee in relation thereto.

13. AUTHORITY.

     The Company represents and warrants to GEP that its entry into and delivery
of this engagement letter has been duly authorized.  GEP represents and warrants
to the Company that GEP's entry into and delivery of this engagement  letter has
been duly authorized.

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14. NO AGENCY.

     Notwithstanding  the  identification  of GEP as arranger for the objectives
contemplated in this agreement, GEP will act under this engagement letter solely
as an independent contractor.  The execution of this engagement letter shall not
authorize  any  party  to act as or  hold  themselves  to  act  as an  agent  or
fiduciary,  and GEP shall not be or be deemed to be an agent or fiduciary of the
Company.

15. TAXES: PAYMENTS FREE AND CLEAR.

     All  payments  by the Company  under this  engagement  letter  shall not be
subject to any  counter-claim  or set-off for, or be otherwise  affected by, any
claim or dispute  relating  to any matter and will be made free and clear of and
without  deduction  for any and all present or future  taxes,  levies,  imposts,
deductions,  charges over holdings,  and all  liabilities  with respect  thereto
(together "Taxes").

     If the  Company  shall be  required  by law to deduct  any Taxes from or in
respect of any sum payable to GEP hereunder,  the sum payable shall be increased
as may be necessary so that after making all required  deductions,  GEP receives
an amount equal to the sum it would have  received had no such  deductions  been
made.  In  addition,  the Company  agrees to pay any present or future  stamp or
sales taxes or any other excise taxes, charges or similar levies that arise from
any payment made hereunder or from the execution,  delivery or registration  of,
or otherwise with respect to this engagement  letter at the same time as payment
or reimbursement of any fees, costs and expenses payable hereunder.

     The Company  shall pay for any VAT or other form of duty or sales tax which
is required to be levied thereon.

16. DISPUTES.

     Any disputes or complaints  (with all relevant  details) must be in writing
and should be referred in the first instance to the  Compliance  Officer of GEP.
Should the Company be dissatisfied with the handling of the dispute, the Company
has the right to refer the matter to the  Directors  of GEP.  As the  Company is
classified  as either an  Intermediate  Customer  or Private  Expert  Client and
thereby an Intermediate Customer the Company waives the right to the services of
any Financial  Ombudsman Service (FOS) and compensation under the any regulatory
regime.

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17. ASSIGNMENT.

     This  engagement  letter  shall be binding upon and inure to the benefit of
the parties  hereto and may not be assigned by either  party,  without the prior
written consent of the other party.

18. ENTIRE AGREEMENT.

     This agreement supersedes any and all discussions, written or oral, between
the parties hereto and sets out the entire  agreement of the parties relating to
the subject matter of this engagement letter.

19. COUNTERPARTS.

     This  agreement  may be  executed in  counterparts,  each of which shall be
deemed an original and all of which  counterparts  shall  constitute one and the
same document.

20. APPLICABLE LAW.

     The laws of the United Kingdom apply to this agreement.

     PLEASE  INDICATE  THE  COMPANY'S  ACCEPTANCE  OF  THE  PROVISIONS  OF  THIS
ENGAGEMENT  LETTER BY SIGNING AS INDICATED AND IN ACCORDANCE WITH THE PROVISIONS
SET OUT BELOW:

     THIS ENGAGEMENT LETTER IS HEREBY EXECUTED AND DELIVERED BY THE PARTIES AS A
DEED ON THE DATE AND  YEAR OF  ACCEPTANCE  OF THE  TERMS OF THIS  LETTER  BY THE
COMPANY AS INDICATED BY THE DATE OF ITS SIGNATURE BELOW:

EXECUTED AND DELIVERED AS A DEED- By CDP Security Group Limited.


/s/ Christopher Percy
------------------------------------------
Christopher Percy - CEO & Director
Date: March 31, 2011

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EXECUTED AND DELIVERED AS A DEED - by Global Equity Partners Plc.


/s/ Peter Smith
------------------------------------------
Peter Smith - CEO & Director
Date: March 31, 2011


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