Exhibit 10.14

                               TERMINAL AGREEMENT
                             AGREEMENT NUMBER 13-202


THIS AGREEMENT  MADE AND ENTERED INTO AS OF THE 1st day of August,  2001, by and
between  WESTWAY  TERMINAL  COMPANY INC.,  having its  principal  administrative
offices in New Orleans,  Louisiana  (hereinafter known as WESTWAY),  and NATURAL
SOLUTIONS CORPORATION, a Corporation with headquarters in Chesapeake,  Virginia,
(hereinafter known as CUSTOMER).

WITNESSETH:
----------

WHEREAS,  WESTWAY  TERMINAL  COMPANY  INC.,  a  Delaware  Corporation,  owns and
operates bulk storage and distribution terminals and,

WHEREAS, CUSTOMER desires to deliver Product to WESTWAY to be stored and handled
at its terminal(s).

NOW, THEREFORE,  in consideration of mutual covenants and agreements the parties
agree to the general  terms and  conditions  contained in the Statement of Terms
and Conditions and to specific terms and conditions as specified in the Schedule
I, all of which constitute the Agreement between the Parties.

1.     TERM OF CONTRACT
       ----------------

As specified in Schedule 1, attached hereto.

2.     MODIFICATIONS
       -------------

No changes or  modifications  to the Statement of Terms and Conditions  shall be
effective  unless  reduced to writing and  subscribed to by the parties  hereto.
Changes to the  Schedule  may be made by the parties at any time by any mutually
acceptable  means.  No  failure  to  insist  upon  compliance  with  any term or
provision of the Agreement shall be considered a waiver,  breach or cancellation
of such provision or any other provision of the Agreement.

3.     NOTICES
       -------

Any or all notices required to be given under this Agreement shall be in writing
and shall be deemed given when deposited in the United States mail, certified or
registered, return receipt requested, addressed in the case of CUSTOMER (or such
other  address or  addresses  as either


<PAGE>

party may instruct the other in writing) to:

              NATURAL SOLUTIONS CORPORATION
              Attn:  Mr. Louis Isakoff, Secretary
              977 Centerville Turnpike, SHB 202
              Virginia Beach, VA 23463

or in the case of WESTWAY, to:

              WESTWAY TERMINAL COMPANY INC.
              Attn: Peter J.M. Harding
                    President
              365 Canal Street, Suite 2900
              New Orleans, LA  70130-1134

4.     ACCEPTANCE
       ----------

Acceptance by CUSTOMER shall be acceptance of all terms and  conditions  recited
herein or  incorporated  by reference.  The person  accepting this Agreement for
WESTWAY and CUSTOMER each represent  that he/she is duly  authorized to obligate
their  respective  firm to the  terms  hereof  and to pay  sums  due or  arising
hereunder.

IN WITNESS  WHEREOF,  the parties  have  executed  this  Agreement,  the "Master
Agreement," as of the day and year first above written:

ACCEPTED                                ACCEPTED

NATURAL SOLUTIONS CORPORATION           WESTWAY TERMINAL COMPANY INC.

By /s/Michael Klansek                   By /s/Michael Johnson
   ---------------------------------       -------------------------------------

Title Chief Financial Officer           Title Vice President - Sales & Marketing
      ------------------------------          ----------------------------------

Date     August 27, 2001                Date     August 23, 2001
      ------------------------------          ----------------------------------


<PAGE>

                        STATEMENT OF TERMS AND CONDITIONS

1.     FACILITIES
-----------------

1.01   Facilities To Be Furnished By WESTWAY
--------------------------------------------

WESTWAY  agrees to  furnish  storage  tank(s),  pipelines,  pumps  and/or  other
equipment  (hereinafter known as "Facility") as more particularly  described and
for the specific  locations as set forth in Schedule I which are now and will be
attached hereto.

WESTWAY shall at all times retain  operational  control of the Facilities within
its sole care and custody and  maintain the same,  at its  expense,  in good and
safe working order and repair, performing all services in a safe and workmanlike
manner and  minimizing  any hazards  associated  with the storage of  CUSTOMER's
Products.

WESTWAY  agrees to have  Facility  completed  and ready to accept  delivery  for
storage and  redelivery  (as herein  provided) of Product at the time and in the
amounts  specified  in  Schedule  I.  CUSTOMER  shall  have the right to inspect
Facility prior to initial delivery of Product; it being assumed that Facility is
satisfactory unless CUSTOMER shall otherwise timely notify WESTWAY in writing.

1.02   Tank Use and Cleaning
----------------------------

As specified in Schedule 1attached hereto.

1.03   Additional Equipment
---------------------------

As specified in Schedule 1 attached hereto.

1.04   Dock
-----------

As part of the Facility,  WESTWAY shall make  available to CUSTOMER at published
rates existing loading docks and wharves servicing the terminal. The dock, being
used by WESTWAY and others, is available on a "first come, first served" basis.

1.05   Inspection
-----------------

WESTWAY   hereby   consents   to  an   inspection   by   CUSTOMER's   designated
representatives  of its  entire  site or the sites at which it may be  providing
storage or  performing  services  hereunder  on a  periodic  basis or on special
occasions on a reasonable  notice.  WESTWAY shall make all reasonable efforts to
make available to said  representative  of CUSTOMER  during the inspection  that
person or persons  knowledgeable in Terminal's policies and procedures governing
the


<PAGE>

aspects of WESTWAY's  operations  relevant to the services  rendered  hereunder,
including,  but not limited to, maintenance,  quality assurance,  environmental,
safety and loss prevention.


2.     PRODUCT HANDLING AND DOCUMENTATION
-----------------------------------------

2.01   Product Handling
-----------------------

The Product shall be received,  stored and loaded by WESTWAY in accordance  with
WESTWAY's  standard  procedures  which  include  receipt,  storage and  periodic
sampling (As  requested by CUSTOMER) of stored  product,  loading into each tank
truck or other carrier and periodic inventory reporting.

Reasonable  additional  services  will be  supplied,  necessary  to  accommodate
CUSTOMER's requirements, at WESTWAY's regular rates and charges then in effect.

CUSTOMER shall be responsible  for all charges  incurred in engaging any carrier
to effect delivery or dispatch of any Product and its suitability to perform the
functions  required,  and  WESTWAY  shall  be  responsible  only to  receive  or
discharge the Product  through its terminal  lines from or to those  carriers on
vehicles,  barges or equipment  which,  WESTWAY and CUSTOMER  agree,  WESTWAY is
capable of and is equipped to service as specified in Schedule I.

2.02   Shipping and Receiving Papers
------------------------------------

For each shipment of Product  WESTWAY will also make out the necessary  shipping
documents  and will send one (1) copy along with the weight  ticket and original
bill of lading to CUSTOMER on a daily basis.  WESTWAY will  complete and forward
to  CUSTOMER  the  required  documents  for  receipts  of  Product  as  soon  as
practicable after discharge.

3.     OPERATIONS
-----------------

3.01   Hours of Work
--------------------

Hours of operation shall be as specified in Schedule 1, hereto attached.

3.02   Vessel Discharge
-----------------------

Should Product be delivered to Facility by vessel or barge,  CUSTOMER shall give
the WESTWAY  terminal five days advance notice of the expected arrival time. The
Master of the vessel,  his  representative,  or CUSTOMER  shall give  WESTWAY at
least six (6) hours advance notice of the vessel's readiness to discharge cargo.
If the vessel is ready to discharge and


<PAGE>

WESTWAY is ready to receive  the cargo in less than six (6) hours  after  notice
has been given,  then discharge shall commence without further delay.  WESTWAY's
personnel  will  perform  no work on the  vessel.  Vessel  will pump  Product to
Facility at a rate of not less than 300 short tons per hour.

3.03   Schedules
----------------

WESTWAY  agrees to  receive,  store,  and  distribute  Product  at the rates and
charges fixed as provided on Schedule I. Cost and expense  incurred by reason of
WESTWAY's delay in accepting discharge shall be borne by WESTWAY. However, there
will be NO  penalties  for delays  resulting  from force  majeure or  mechanical
breakdown of WESTWAY's  equipment.  WESTWAY will make all reasonable  efforts to
have such equipment repaired as soon as possible.

3.04   Maintenance of Facility
------------------------------

WESTWAY  agrees to maintain  Facility  during the term of this Agreement and any
extensions   thereof.   CUSTOMER  agrees  to  maintain  special  facilities  and
equipment,  which remain the  property of CUSTOMER as provided in Section  1.03,
or, at CUSTOMER's  option,  WESTWAY shall provide such maintenance at CUSTOMER's
expense.

3.05   Utilities
----------------

WESTWAY shall supply utilities,  such as electricity or heating, as required and
as specified in the Schedule I.

4.     DETERMINATION OF QUANTITY
--------------------------------

Quantities of Product  received into Facility  shall be determined by gauging of
the shore tanks made before and after  delivery and calculated in gallons at 60?
Fahrenheit in accordance with standard gravity tables supplied by CUSTOMER.

WESTWAY may, at its option,  determine  the quantity of Product  delivered to or
from  Facility  by direct  weighing of tank car or tank  trucks,  both empty and
loaded,  on  certified  scales.  Weighing  of tank cars and  trucks  shall be at
CUSTOMER's expense.

WESTWAY  will  supply  CUSTOMER  with a  monthly  inventory  of the  Product.  A
month-end physical inventory shall be taken each month by WESTWAY. Any variances
between  the book  record and the actual  physical  count shall be subject to an
adjustment  of fees as  provided  in Section  13.01.  CUSTOMER  has the right to
participate in taking such physical inventory.

5.     TITLE TO PRODUCT
-----------------------

<PAGE>

Title to Product  stored in Facility shall always remain with CUSTOMER and shall
be held at CUSTOMER's risk. However, if CUSTOMER is in breach hereof or fails to
remove all Product from Facility at  termination  of this Agreement at WESTWAY's
direction to do so, to the extent permitted by the applicable law governing this
Agreement,  WESTWAY  may sell the  remaining  Product  and  apply  all  proceeds
therefrom  against any amounts  due and owing to it by CUSTOMER  (including  the
costs of such sale), and the balance of such proceeds, if any, shall be remitted
to CUSTOMER.

6.     INDEPENDENT CONTRACTOR
-----------------------------

Nothing  contained  herein  shall  create  the  relationship  of joint  venture,
principle  and agent or master and  servant  between  CUSTOMER  and  WESTWAY and
except for purposes of issuance of bills of lading pursuant to this Section 2.02
or for  purposes  of  insuring  payment of  invoices  as  provided in Section 5,
WESTWAY,  in the  performance  of this  Agreement,  is not and  shall not act or
purport to act as the agent or employee of CUSTOMER,  but is and shall act as an
independent  contractor.  WESTWAY acknowledges that it is solely responsible for
and solely in control of operations at the Facility; CUSTOMER shall not exercise
any  control  over or  direction  of the manner in which  WESTWAY  performs  the
services called for under this Agreement.

7.     RESPONSIBILITY FOR PRODUCT
---------------------------------

WESTWAY will be  responsible  for any loss of Product while in storage in excess
of .5% of amount received. Overages and shortages shall be averaged against each
other over each contract  year of the Agreement and any shortages  accounted for
by WESTWAY to CUSTOMER at the end of each contract year. WESTWAY's liability for
such loss is as per section 12.01.

CUSTOMER  shall be  responsible  for the  Product  until it leaves the  delivery
carrier. WESTWAY's responsibility shall commence when Product is off-loaded into
WESTWAY's  Facility and continues until Product passes from the last flange into
the shipping carrier. The amount of any Product lost due to leaks or destruction
of tank cars or tank trucks during the loading or off-loading  shall be borne by
CUSTOMER.

WESTWAY shall not be responsible  for change in quality,  color, or condition of
the Product  stored or handled  unless  caused  solely by WESTWAY's  negligence.
CUSTOMER  shall  indemnify  and hold  WESTWAY  harmless,  for any loss or damage
incurred  by reason of a delivery  to  Facility  of any  Product  identified  as
Product,  but is, in fact, of a different  chemical  composition,  or if WESTWAY
takes any action,  without negligence on WESTWAY'S part, with respect thereto at
the request or direction of CUSTOMER.

8.     CHARGES AND PAYMENT
--------------------------

<PAGE>

8.01   Other Charges

(a)    CUSTOMER shall reimburse  WESTWAY for all permits,  licenses,  etc. which
       may be required by any public or private agency particular to the storage
       and handling of CUSTOMER's Product at WESTWAY's Facilities, provided such
       costs do not exceed $1,500.00.  If such costs exceed this amount, Section
       16.01, paragraph 2, shall apply.

(b)    Subject to the terms and conditions herein, CUSTOMER will pay WESTWAY for
       the cost to clean such  tank(s)  and  dispose of  residuals  in the event
       CUSTOMER's use of the tank is discontinued and the tank becomes available
       for use by WESTWAY to store other  product or  materials.  Subject to the
       terms and  conditions  herein,  if the tank(s)  should  require  cleaning
       during the term of the  contract,  due to any cause other than  WESTWAY's
       negligence,  CUSTOMER  will  also  pay all  costs  of such  cleaning  and
       disposal of residuals as specified in Schedule 1.

(c)    As specified in Schedule 1.

8.02   Invoices and Payment
---------------------------

Invoices for throughput charges shall be rendered monthly by WESTWAY to CUSTOMER
for the next  contract  month;  such  invoices  will  reflect the portion of the
minimum annual throughput charge due to date.  Monthly payments made in contract
year must equal the greater of either actual throughput charge for contract year
to date or so much of  minimum  annual  throughput  charge as is due to date;  a
charge for other  services  rendered  in the  contract  month just ended will be
added to monthly  invoices.  Payment  shall be made within thirty (30) days from
date of invoice.  Invoices not paid timely shall bear  interest of 1-1/2 percent
per month (effective annual rate of 18%) (or the maximum legal rate permitted by
law),  whichever is less,  from due date until paid and all costs of collection,
including reasonable attorney's fees.

8.03  Termination Charge
------------------------

In the event, as reflected on Schedule I, occupancy of the premises on which its
terminal  is located is on the basis of lease from  public or private  authority
then cancellation or termination of the lease shall automatically  terminate and
cancel this Agreement  contemporaneously  and WESTWAY shall have no liability to
CUSTOMER arising out of such termination,  nor shall CUSTOMER have any liability
to WESTWAY arising therefrom.

8.04   Invoices and Payment
---------------------------

Invoices for thruput  charges  shall be rendered  monthly by WESTWAY to CUSTOMER
for the next  contract  month;  such  invoices  will  reflect the portion of the
minimum  annual thruput  charge due to date.  Monthly  payments made in contract
year must equal the greater of either actual


<PAGE>

thruput  charge for contract year to date or so much of minimum  annual  thruput
charge as is due to date; a charge for other  services  rendered in the contract
month just ended will be added to monthly invoices. Payment shall be made within
thirty  (30) days from date of  invoice.  Invoices  not paid  timely  shall bear
interest  of 1-1/2  percent  per month  (effective  annual  rate of 18%) (or the
maximum  legal rate  permitted by law),  whichever is less,  from due date until
paid and all costs of collection, including reasonable attorney's fees.

9.     ADJUSTMENT OF FEES
-------------------------

The  warehousing  charges listed in Schedule 1 will be adjusted  annually at the
beginning of each  contract  year by means of a formula  using any  increases or
decreases  in CPI values,  all items,  all  consumers  up to a limit of six (6%)
percent annually.

The thruput rate for  shipments  made from the facility in excess of the minimum
thruput would be adjusted in the same manner.

The steam  charge shall be adjusted  every three (3) months,  if  necessary,  to
reflect any increase or decrease in fuel rates  provided that no increase  shall
be greater than fourteen (14%) percent annually.

WESTWAY  reserves the right to revise truck weighing  charges at the end of each
contract year,  limited to the extent WESTWAY can justify such adjusted weighing
charge by documentary evidence up to 5% annually.

If  requested,  WESTWAY  will  submit  evidence  of new and old rates at time of
escalation.

10.    TAXES
------------

In the event  that the  services  provided  pursuant  to this  Agreement  or the
handling of CUSTOMER's Product shall be treated as, or result in, a taxable sale
or use or, in the event this Agreement or the Product stored shall be subject to
any ad valorem  tax,  all such taxes shall be borne by  CUSTOMER  invoiced as an
added charge; and provided,  however, that CUSTOMER shall have the full right to
contest the same at its cost and expense,  with WESTWAY's reasonable  assistance
and cooperation, which WESTWAY shall not unreasonably refuse.

11.    PRODUCT DOCUMENTATION
----------------------------

CUSTOMER  agrees to provide to WESTWAY  all  information,  documents,  including
current Material Safety Data Sheets for each Product, labels, placards, retained
sample  containers and other materials and data which are required by Federal or
State statutes, ordinances, rules or regulations ("Regulations") relating to the
Products stored under this Agreement and applicable Schedules.  CUSTOMER further
agrees to indemnify and hold harmless WESTWAY, and


<PAGE>

WESTWAY's agents, employees, officers and directors, from and against any fines,
penalties,  loss, damage or expense,  including without  limitation,  reasonable
legal fees, resulting from CUSTOMER's failure to provide or to make available to
WESTWAY any information,  documents, sample containers and materials as required
by such Regulations, provided, however, that WESTWAY acted prudently in the face
of such failure by CUSTOMER.

12.    LIABILITY
----------------

12.01  Extent of Westway's Liability
------------------------------------

Risk of loss of Product due to fire,  storm or other  casualty shall remain with
CUSTOMER to the extent the Product is covered by CUSTOMER's  all risk  insurance
coverage.  WESTWAY  shall be liable only for Product loss or damage in excess of
percentage  set forth in Section 8 where such excess loss is caused by WESTWAY's
failure to use  reasonable  care in the  safekeeping  or  handling  of  Product.
WESTWAY's  liability for such loss or damage is limited to CUSTOMER's lowest FOB
Houston wholesale price during the contract year in which the loss occurred.

WESTWAY  shall be  responsible  for all Facility  deterioration  resulting  from
storage of Product, as long as such Product is within specifications  enumerated
in the attached Schedules and delivered according to the terms and conditions of
this  Agreement.  In the event  WESTWAY's  facilities  are damaged or destroyed,
WESTWAY may, at its option,  rebuild such  facilities  so affected or substitute
mutually agreeable  facilities for CUSTOMER's Product within thirty (30) days at
rates specified in Schedule I, throughout the remaining term of this Agreement.

12.02  Extent of CUSTOMER's Liability
-------------------------------------

CUSTOMER  shall be  obligated to notify  WESTWAY of any Product  characteristics
which may cause excess  deterioration to Facilities beyond normal wear and tear.
In addition to CUSTOMER's  obligations  pursuant to 17.01,  should  destruction,
excess deterioration or serious damage occur requiring repair and/or replacement
of tankage,  equipment or facilities  be required due to  CUSTOMER's  failure to
deliver the Product  specified or to accurately  inform  WESTWAY of the Products
hazards,  CUSTOMER  shall  be  liable  for  repair  and/or  replacement  of such
Facilities. In such event, CUSTOMER shall continue to be responsible for charges
throughout  the entire  period of time  required to complete  such repair and/or
replacement  unless such repair  and/or  replacement  exceeds a reasonable  time
frame as  mutually  agreed both  parties  prior to  commencement  of said repair
and/or replacement.

13.    FORCE MAJEURE
--------------------

Should WESTWAY's Facilities be seriously damaged or destroyed or should the tank
set aside to service CUSTOMER's  Product be damaged or destroyed,  WESTWAY shall
be relieved,  without  incurring  any  liability to CUSTOMER,  of all  WESTWAY's
obligations  under this  Agreement


<PAGE>

rendered  impossible of performance by such destruction or damage. In such event
or in the event Force  Majeure is sustained by CUSTOMER,  CUSTOMER  shall at the
same time be relieved of all obligations to pay all or the allocable part of any
monthly rental and attributable  other charges then in effect to the extent such
failure to perform or such  deficiency  in making  annual  thruput  payments  is
caused by, arises out of or is attributed to any cause reasonably beyond control
of CUSTOMER,  such as but not limited to war;  riot;  explosion;  flood;  storm;
earthquake; act of God; perils of the sea; labor disputes;  sabotage;  accident;
embargo;  breakage  of  machinery  or  apparatus;  injunction;  compliance  with
governmental  order;  or  inability  to  obtain  fuel;  raw  materials;   labor;
containers,  or  transportation   difficulties  preventing  the  manufacture  or
shipment of product or  restriction  imposed by  CUSTOMER  (any such cause being
referred  to as "Force  Majeure").  Should any Force  Majeure  occur,  the party
experiencing  the Force  Majeure  will  promptly  notify the other  party of its
existence, the reasons why and approximately how long a delay is expected.

14.    DEFAULT BY EITHER PARTY
------------------------------

Should  either  party  default  at any  time  in the  faithful  performance  and
observance  of the terms or  conditions  of this  Agreement  and should any such
default  continue for thirty (30) or more days after written  notice  thereof to
the  defaulting  party,  then the  non-defaulting  party shall have the right to
cancel and terminate  this  Agreement  and to recover  damages or seek any other
relief which it may be entitled at law or in equity.

Should  either party be  adjudicated  bankrupt or  insolvent  in an  involuntary
proceeding,  or if such party shall have filed a petition for an  arrangement of
creditors under the bankruptcy laws or insolvency laws of any  jurisdiction,  or
if a bankruptcy or insolvency  proceeding is instituted against such party which
is not set aside within thirty (30) days thereafter,  then, in that event,  such
party shall be deemed to be in default of this Agreement,  thereby entitling the
other party hereto to treat this Agreement, in accordance with the foregoing, as
being in default.

15.    INDEMNITY AND INSURANCE COVERAGE
---------------------------------------

15.01  Indemnity
----------------

CUSTOMER shall  indemnify and hold harmless  WESTWAY and, at WESTWAY's  request,
defend  WESTWAY and each of its officers,  directors,  employees and agents from
and against any and all liability,  suits,  losses,  demands,  causes of action,
fines, penalties, expense, including attorney's fees, and claims, WESTWAY may be
caused to suffer or incur, including claim for bodily injury and property damage
arising out of or in any manner  connected  with  CUSTOMER's  negligent  acts or
omissions or breaches of this Agreement or its failure to comply with applicable
laws in the performance of its obligations,  provided such claims,  etc. are not
caused by the negligence of WESTWAY.

<PAGE>

WESTWAY shall indemnify and hold harmless  CUSTOMER and, at CUSTOMER's  request,
defend CUSTOMER and each of its officers,  directors,  employees and agents from
and against any and all liability,  suits,  losses,  demands,  causes of action,
fines, penalties,  expense,  including attorney's fees, and claims, CUSTOMER may
be  caused  to suffer or incur,  including  claim for  bodily  injury  including
Employees  of  WESTWAY  and  property  damage  arising  out of or in any  manner
connected  with  WESTWAY's  negligent  acts or  omissions  or  breaches  of this
Agreement or its failure to comply with  applicable  laws in the  performance of
its obligations,  provided such claims, etc. are not caused by the negligence of
CUSTOMER.  In no event  shall  WESTWAY  or  CUSTOMER  be liable to the other for
incidental  or  consequential  damages,  including,  but not limited to, loss of
profits, business opportunity,  downtime costs, or claims of third parties other
than claims by such parties for property damage or personal injury.

15.02  WESTWAY'S Coverage
-------------------------

WESTWAY shall  maintain  levels of insurance  coverages  during the term of this
Agreement as provided:

       Workers Compensation                       Statutory
       General Liability                          $1,000,000
       Excess Liability                           $4,000,000

15.03  CUSTOMER's Coverage
--------------------------

CUSTOMER  will insure or  self-insure  all Product  while in storage in terminal
against damage by fire or other casualty and shall insure or self-insure  all of
its personnel and equipment while on WESTWAY's premises. Further, CUSTOMER shall
carry  liability  insurance  against  loss or damage  caused to any third party,
including WESTWAY,  its officers,  employees and agents by its product or by its
agents and/or employees in amounts not less than $3,000,000.00.

15.04  Certificates
-------------------

Prior to the  commencement  of this  Agreement,  CUSTOMER and WESTWAY shall each
furnish  to the  other  a  certificate(s)  properly  executed  by the  insurance
carriers,  showing  all  insurance  required  hereunder  to  be in  force.  Each
certificate  shall provide for ten (10) days written notice to such other party,
prior to the cancellation of or any changes effecting same.

16.    REGULATORY COMPLIANCE
----------------------------

16.01  Compliance with Law
--------------------------

WESTWAY warrants that, in rendering services to CUSTOMER,  it will comply at all
times with all applicable  Federal,  State and local laws, rules and regulations
and shall obtain certificates,

<PAGE>

permits, documents, and authorizations required for the lawful operations of the
terminal and the handling and storage of CUSTOMER's  Product.  WESTWAY agrees to
indemnify and hold harmless CUSTOMER and CUSTOMER's agents, employees,  officers
and directors, for and against any fines, losses, damages or expenses, including
without limitation, reasonable legal fees, resulting from WESTWAY's violation of
such laws and/or regulations.  CUSTOMER shall comply with all federal, state and
other  governmental  laws, rules and regulations  applicable to the ownership of
Product and shall obtain all certificates, permits, documents and authorizations
required for the lawful ownership of the Product.

If any Federal, State or local laws, rules or regulations are hereafter amended,
modified  or  supplemented  so as to require  alterations  or  additions  to the
Facility for the storage and handling of Product,  WESTWAY shall inform CUSTOMER
accordingly  and  shall  submit  to  CUSTOMER  an  estimate  of the costs of the
required alterations or additions.  CUSTOMER shall inform WESTWAY within fifteen
(15) days of its receipt of said notice and estimate, whether or not it will pay
said costs. If CUSTOMER  declines,  and if the parties are unable to resolve the
matter by mutual  agreement,  CUSTOMER  shall  remove all Product  stored in the
Facility within thirty (30) days after notifying  WESTWAY that CUSTOMER will not
assume the costs of such alterations or additions,  and if terminated within the
first four years of the  contract,  CUSTOMER  will pay WESTWAY  the  termination
charge set forth in Section 9.02  applicable at the time Product is removed from
the tank.

WESTWAY  shall  promptly  advise  CUSTOMER by oral  notice,  followed by written
communication,   of  any   material   environmental   condition.   By   material
environmental  condition is meant receipt of notification of non compliance with
federal, state, or local environmental law, regulation, or statute which does or
may present a significant or substantial hazard or threat to human health or the
environment,  or any occurrence which may significantly  impair the operation of
the Facility. The existence of a material  environmental  condition not promptly
remedied shall be grounds for termination.

17.    NONASSIGNABILITY
-----------------------

Neither  party shall  assign or transfer  this  Agreement or any of such party's
right or obligations  hereunder  without the prior written  consent of the other
party, which shall not be unreasonably withheld.

18.    CHOICE OF LAW; CONFLICT
------------------------------

This Agreement  shall be governed by and construed  according to the laws of the
states in which the facilities  employed to store CUSTOMER's Products have their
physical situs.

In the event of conflict  between the  provisions  of the Statement of Terms and
Conditions and


<PAGE>

either the Master  Agreement  dated August 1, 2001,  to which this  Statement is
appended or any associated Schedule(s) I, the latter shall govern.

ACCEPTED                                                      ACCEPTED

NATURAL SOLUTIONS CORPORATION          WESTWAY TERMINAL COMPANY INC.

By /s/Michael Klansek                  By /s/Michael Johnson
   --------------------------------       --------------------------------------

Title Chief Financial Officer          Title  Vice President - Sales & Marketing
      -----------------------------          -----------------------------------

Date     August 27, 2001               Date     August 23, 2001
     ------------------------------         ------------------------------------


<PAGE>

SCHEDULE I - TO SERVICE AGREEMENT NUMBER 13-202

                TO SERVICE AGREEMENT BETWEEN CUSTOMER AND WESTWAY
                              DATED: AUGUST 1, 2001

DATE AUGUST 23, 2001                                   EFFECTIVE: AUGUST 1, 2001


The operations,  services and/or facilities  contemplated in this Schedule shall
be  performed  and/or  provided in  accordance  with and shall be subject to the
terms and  conditions of the original  Agreement  dated August 1, 2001 except as
specifically provided herein.

FACILITIES
----------

The facilities as proposed in this  Agreement,  are located at Westway  Terminal
Company Inc.'s Albany, NY facility - 500 Smith Blvd. Port of Albany,  Albany, NY
12202, 518-463-5917, 518-463-0539 FAX.

WESTWAY to provide CUSTOMER with one (1) 500,000 gallon carbon steel tank (#106)
and one (1) 30,000  gallon  carbon steel tank (#127) with  associated  pumps and
piping.

TERM OF AGREEMENT

The initial term of this Agreement shall be for one (1) year beginning August 1,
2001 and continue  through July 31, 2002.  This Agreement shall continue year to
year  thereafter,  provided  however,  that  either  party  may  terminate  this
Agreement on July 31, 2002 or on any  subsequent  anniversary  date by notifying
the other party in  writing,  at least  ninety  (90) days prior to the  intended
termination date.

PRODUCT INFORMATION AND DOCUMENTATION
-------------------------------------

(a) Product Information
    -------------------

Product to be handled by WESTWAY is listed in this  Schedule(s)  and is attached
to and by  reference  made part of the  Agreement  of August  1,  2001,  between
WESTWAY  and  CUSTOMER.  CUSTOMER  agrees  the tanks  shall be used ONLY for the
storage of the Product  specified  in the  Schedule(s).  CUSTOMER  provides  the
following information as to this Product's  properties.  The obligations assumed
by WESTWAY  hereunder will be and shall remain  contingent  upon the accuracy of
these representations:

            TECHNICAL NAME       -     Magnesium Chloride and IceBan Concentrate
            TOXICITY             -     Low Toxicity
            DENSITY lbs./gal     -     10.34
            VAPOR PRESSURE       -     NA
            FLASH POINT          -     Non Flammable

<PAGE>

            ODOR                 -     Mild
            CORROSITIVITY        -     May be Corrosive to some metals
            COLOR                -     Slight Yellow Liquid/Water White

(b)  Product Receipt and Shipment
     ----------------------------

The Product will be received into  terminal by rail car and tank truck.  Product
will be shipped by tank truck and rail car


SCHEDULE I - PAGE 2

CHARGES
-------

(1)    Prepayment  Conditions.  CUSTOMER will pay two months warehousing charges
       ($13,000.00) up front prior to commencement of service.

(2)    Warehousing. The Monthly Warehousing Charge shall be $6,500.00 per month.
       In  consideration  of this charge  (exclusive of  additional  charges set
       forth  below),   WESTWAY  agrees  to  handle  a  Prepaid  Throughput  (as
       hereinafter  defined) up to and including  2,120,000 gallons of commodity
       per contract  year into the Tank(s) from rail car, and out of the Tank(s)
       to tank truck. Determination of all throughput handled shall be made when
       commodity enters the Tank(s).

(3)    Excess  Throughput.  There  shall be an  additional  charge of $0.025 per
       gallon  handled  into the  Tank(s)  in excess of  2,120,000  gallons  per
       contract year.

(4)    Holdover.   Should  any  commodity  remain  in  the  Tank(s)  beyond  the
       termination of the agreement,  CUSTOMER shall remain  obligated to all of
       the terms and  conditions  set forth in the  agreement  and, in addition,
       shall be obligated to pay an  additional  charge of $220.00 per day until
       all commodity and waste is removed.  Should  WESTWAY incur any charges or
       liability to other parties as a result of  CUSTOMER's  commodity or waste
       in the Tank(s),  CUSTOMER  shall be  responsible  for all such charges or
       liability.

(5)    Modes.   Inbound -    Rail Car and Tank Truck
                Outbound -   Tank Truck and Rail Car

       It is recommended  that all shipments be  coordinated  with the Terminals
       "Customer Service Department".

(6)    Heating.  If  applicable,  CUSTOMER  will be charged  $70.00 per hour for
       steam.

(7)    Nitrogen. If applicable,  CUSTOMER will be charged for the actual cost of
       nitrogen used, plus 15%.

(8)    After Hours Tank Trucks.  All tank cars,  vessels and tank trucks handled
       outside of


<PAGE>

       Regular  Terminal  Operating  hours,  as defined in  Paragraph  E. below,
       agreed to by WESTWAY  and  involving  call-out,  shall be charged per the
       "Additional  Services"  paragraph,  with a minimum  of four (4) hours per
       overtime operation.

(9)    Storage  of Tank Cars.  WESTWAY  agrees to store tank cars free of charge
       for the  first  ten  days;  thereafter  there  shall be a  charge  of the
       prevailing rate. The current rate is $25.00 per tank car per day.

(10)   Railroad  Charges.  Any charges assessed against  CUSTOMER's tank cars by
       any railroad serving the Terminal shall be for CUSTOMER's account.

(11)   Switching  Fee.  WESTWAY agrees to store one to two molasses rail cars as
       additional  storage  at no  charge,  except  that any  switching  fees to
       accommodate other rail traffic will be absorbed by CUSTOMER.

(12)   Weighing Charges. Tank trucks shall be billed $4.00 per weigh.

(13)   Stripping.  Should CUSTOMER request to empty the tank and pipeline system
       other  than for  termination  of this  Agreement,  WESTWAY  shall  charge
       CUSTOMER per the "Additional Services" paragraph for this operation.

SCHEDULE I - PAGE 3

(14)   Booming Charge. If applicable,  CUSTOMER shall pay any charge incurred by
       WESTWAY to boom vessels or barges during marine  transfers of commodities
       when such booming is required by law or regulation.

(15)   Throughput or Wharfage Charges. If applicable,  commodity throughput fees
       and or Wharfage / Dockage  fees as assessed  against  WESTWAY by the Port
       Authority for the throughput of CUSTOMER's commodity shall be billed back
       to CUSTOMER at WESTWAY's cost.

(16)   Laboratory  Fees and Service.  Sampling of CUSTOMER  tank will be done at
       CUSTOMER request and a rate of $25.00 per sample.  Testing services shall
       be  handled  by an outside  lab  service  and all fees shall be billed to
       CUSTOMER at WESTWAY's cost plus 15%.

       WESTWAY's  liability for sampling and testing  services is limited to the
       charge for the service provided.  WESTWAY SHALL IN NO EVENT BE LIABLE FOR
       SPECIAL OR CONSEQUENTIAL DAMAGES.

(17)   Tank to Tank  Transfer  Fee. If  applicable,  tank to tank  transfers  of
       product can be accommodated at a cost of $100 per transfer.

(18)   Additional  Services:


<PAGE>

       (a)    For any service or function not  specifically  provided for in the
       agreement, requested by CUSTOMER and agreed to by WESTWAY, there shall be
       a charge equal to the sum of cost of  materials  used if any, and charges
       made by  contracted  services,  if any, plus 15% of said sum; plus either
       (I) the prevailing rate per man-hour  involved,  if such unspecified work
       is performed during regular operating hours, and (ii) the prevailing rate
       per man-hour  involved,  if such work is performed during overtime hours.
       The current rates for these  services are $60.00  (Monday - Saturday) and
       $75.00 (Sundays and Holidays).
       (b)    Overtime:  There shall be an additional  charge of the  prevailing
       rate  per  man-hour  involved  for  service  provided  in  the  agreement
       performed  during overtime hours when requested by CUSTOMER and agreed to
       by WESTWAY. The current rate for this service is $60.00 (Monday-Saturday)
       and $75.00 (Sundays and Holidays) respectively.

TERMINAL OPERATING HOURS
------------------------

WESTWAY  shall  perform the services set forth in this  Agreement  during normal
working  hours,  except that WESTWAY  shall have its  facilities  and  personnel
available  for  operations  twenty-four  (24) hours per day,  seven (7) days per
week, including holidays. WESTWAY requires that reasonable notice be provided to
the terminal  when overtime is  requested.  Costs  incurred by WESTWAY in having
workmen stand by outside  normal working hours shall be reimbursed to WESTWAY by
CUSTOMER. Any work performed outside of normal working hours shall be subject to
overtime  at rates  specified  on  Schedule  I and may be  subject  to a minimum
"call-in" time equal to four hours per man.

Normal  working hours for Facility for the purpose of this Agreement are defined
as follows:

       Monday through Friday: 8:00 a.m. to 4:30 p.m. CLOSED: Saturdays,  Sundays
       and Holidays (or days on which they are celebrated)


SCHEDULE I - PAGE 4


The above  normal  working  hours are  subject to change  upon  thirty (30) days
notice by WESTWAY to CUSTOMER, except that in no case shall normal working hours
be changed to less than forty (40) hours per week, unless otherwise agreed.

TANK CLEANING CHARGES
---------------------

Upon  exiting  tankage,  or as  specified  in section  9.01 (b),  CUSTOMER  will
contract a WESTWAY approved tank cleaner to  satisfactorily  strip and clean the
subject  tank(s) and  pipelines  to a  water-white  condition  suitable  for the
storage and handling of specialty chemicals.  Should commodity have a Reid vapor
pressure of more than 2.6 psi, tank must be degassed prior to tank cleaning. All
costs  associated  with  the  tank  cleaning  process,  including  degassing  if
necessary,  will be paid  directly  by  CUSTOMER.  Tank  and  pipeline  cleaning
schedules to be


<PAGE>

coordinated  with  terminal   operations   department.   CUSTOMER's   designated
representative  may witness tank cleaning process.  Final  acceptability of tank
condition  will be  determined  by  WESTWAY  or its  designated  representative.
Alternatively,  WESTWAY  will arrange for tank  cleaning  and  CUSTOMER  will be
charged at cost plus fifteen percent (15%).






ACCEPTED                                ACCEPTED

NATURAL SOLUTIONS CORPORATION           WESTWAY TERMINAL COMPANY INC.

By /s/ Michael Klansek                  By /s/Michael Johnson
   ----------------------------------      -------------------------------------

Title Chief Financial Officer           Title Vice President - Sales & Marketing
      -------------------------------         ----------------------------------

Date     August 27, 2001                Date     August 23, 2001
     --------------------------------         ----------------------------------









<PAGE>


SCHEDULE II - TO SERVICE AGREEMENT NUMBER 13-202

                TO SERVICE AGREEMENT BETWEEN CUSTOMER AND WESTWAY
                             DATED: OCTOBER 1, 2001

DATE: AUGUST 23, 2001                                 EFFECTIVE: OCTOBER 1, 2001


The operations,  services and/or facilities  contemplated in this Schedule shall
be  performed  and/or  provided in  accordance  with and shall be subject to the
terms and conditions of the original  Agreement  dated October 1, 2001 except as
specifically provided herein.

FACILITIES
----------

The facilities as proposed in this  Agreement,  are located at Westway  Terminal
Company  Inc.'s  Baltimore,  MD  facility  - 1055  Hull  Street,  Baltimore,  MD
21230-5315, 410-539-5950, 410-783-0371 FAX.

WESTWAY  to provide  CUSTOMER  with one (1)  250,000  gallon  carbon  steel tank
(#0319) and one (1) 18,000  gallon  carbon steel tank  (#0334)  with  associated
pumps and piping.

TERM OF AGREEMENT

The initial term of this Agreement  shall be for one (1) year beginning  October
1, 2001 and continue  through  September 30, 2002. This Agreement shall continue
year to year thereafter,  provided however, that either party may terminate this
Agreement on July 31, 2002 or on any  subsequent  anniversary  date by notifying
the other party in  writing,  at least  ninety  (90) days prior to the  intended
termination date.

PRODUCT INFORMATION AND DOCUMENTATION
-------------------------------------

(a)  Product Information
     -------------------

Product to be handled by WESTWAY is listed in this  Schedule(s)  and is attached
to and by  reference  made part of the  Agreement  of October  1, 2001,  between
WESTWAY  and  CUSTOMER.  CUSTOMER  agrees  the tanks  shall be used ONLY for the
storage of the Product  specified  in the  Schedule(s).  CUSTOMER  provides  the
following information as to this Product's  properties.  The obligations assumed
by WESTWAY  hereunder will be and shall remain  contingent  upon the accuracy of
these representations:

            TECHNICAL NAME      -     Magnesium Chloride and  IceBan Concentrate
            TOXICITY            -     Low Toxicity
            DENSITY lbs./gal    -     10.34
            VAPOR PRESSURE      -     NA
            FLASH POINT         -     Non Flammable

<PAGE>

            ODOR                -     Mild
            CORROSITIVITY       -     May be Corrosive to some metals
            COLOR               -     Slight Yellow Liquid/Water White

(b)  Product Receipt and Shipment
     ----------------------------

The Product will be received into  terminal by rail car and tank truck.  Product
will be shipped by tank truck and rail car.


SCHEDULE II - PAGE 2

CHARGES

(1)    Prepayment  Conditions.  CUSTOMER will pay two months warehousing charges
       ($11,000.00) up front prior to commencement of service.

(2)    Warehousing. The Monthly Warehousing Charge shall be $5,500.00 per month.
       In  consideration  of this charge  (exclusive of  additional  charges set
       forth  below),   WESTWAY  agrees  to  handle  a  Prepaid  Throughput  (as
       hereinafter  defined) up to and including  1,072,000 gallons of commodity
       per contract  year into the Tank(s) from rail car, and out of the Tank(s)
       to tank truck. Determination of all throughput handled shall be made when
       commodity enters the Tank(s).

(3)    Excess  Throughput.  There  shall be an  additional  charge of $0.025 per
       gallon  handled  into the  Tank(s)  in excess of  1,072,000  gallons  per
       contract year.

(4)    Holdover.   Should  any  commodity  remain  in  the  Tank(s)  beyond  the
       termination of the agreement,  CUSTOMER shall remain  obligated to all of
       the terms and  conditions  set forth in the  agreement  and, in addition,
       shall be obligated to pay an  additional  charge of $220.00 per day until
       all commodity and waste is removed.  Should  WESTWAY incur any charges or
       liability to other parties as a result of  CUSTOMER's  commodity or waste
       in the Tank(s),  CUSTOMER  shall be  responsible  for all such charges or
       liability.

(5)    Modes.   Inbound -    Rail Car and Tank Truck
                Outbound -   Tank Truck and Rail Car
       It is recommended  that all shipments be  coordinated  with the Terminals
       "Customer Service Department".

(6)    Heating.  If  applicable,  CUSTOMER  will be charged  $70.00 per hour for
       steam.

(7)    Nitrogen. If applicable,  CUSTOMER will be charged for the actual cost of
       nitrogen used, plus 15%.

(8)    After Hours Tank Trucks.  All tank cars,  vessels and tank trucks handled
       outside of


<PAGE>

       Regular  Terminal  Operating  hours,  as defined in  Paragraph  E. below,
       agreed to by WESTWAY  and  involving  call-out,  shall be charged per the
       "Additional  Services"  paragraph,  with a minimum  of four (4) hours per
       overtime operation.

(9)    Storage  of Tank Cars.  WESTWAY  agrees to store tank cars free of charge
       for the  first  ten  days;  thereafter  there  shall be a  charge  of the
       prevailing rate. The current rate is $25.00 per tank car per day.

(10)   Railroad  Charges.  Any charges assessed against  CUSTOMER's tank cars by
       any railroad serving the Terminal shall be for CUSTOMER's account.

(11)   Switching  Fee.  WESTWAY agrees to store one to two molasses rail cars as
       additional  storage  at no  charge,  except  that any  switching  fees to
       accommodate other rail traffic will be absorbed by CUSTOMER.

(12)   Weighing Charges. Tank trucks shall be billed $4.00 per weigh.



SCHEDULE II - PAGE 3

(13)   Stripping.  Should CUSTOMER request to empty the tank and pipeline system
       other  than for  termination  of this  Agreement,  WESTWAY  shall  charge
       CUSTOMER per the "Additional Services" paragraph for this operation.

(14)   Booming Charge. If applicable,  CUSTOMER shall pay any charge incurred by
       WESTWAY to boom vessels or barges during marine  transfers of commodities
       when such booming is required by law or regulation.

(15)   Throughput or Wharfage Charges. If applicable,  commodity throughput fees
       and or Wharfage / Dockage  fees as assessed  against  WESTWAY by the Port
       Authority for the throughput of CUSTOMER's commodity shall be billed back
       to CUSTOMER at WESTWAY's cost.

(16)   Laboratory  Fees and Service.  Sampling of CUSTOMER  tank will be done at
       CUSTOMER request and a rate of $25.00 per sample.  Testing services shall
       be  handled  by an outside  lab  service  and all fees shall be billed to
       CUSTOMER at WESTWAY's cost plus 15%.

       WESTWAY's  liability for sampling and testing  services is limited to the
       charge for the service provided.  WESTWAY SHALL IN NO EVENT BE LIABLE FOR
       SPECIAL OR CONSEQUENTIAL DAMAGES.

(17)   Tank to Tank  Transfer  Fee. If  applicable,  tank to tank  transfers  of
       product can be accommodated at a cost of $100 per transfer.


<PAGE>

(18)   Additional  Services:
       (a)    For any service or function not  specifically  provided for in the
       agreement, requested by CUSTOMER and agreed to by WESTWAY, there shall be
       a charge equal to the sum of cost of  materials  used if any, and charges
       made by  contracted  services,  if any, plus 15% of said sum; plus either
       (I) the prevailing rate per man-hour  involved,  if such unspecified work
       is performed during regular operating hours, and (ii) the prevailing rate
       per man-hour  involved,  if such work is performed during overtime hours.
       The current rates for these  services are $60.00  (Monday - Saturday) and
       $75.00 (Sundays and Holidays).
       (b)    Overtime:  There shall be an additional  charge of the  prevailing
       rate  per  man-hour  involved  for  service  provided  in  the  agreement
       performed  during overtime hours when requested by CUSTOMER and agreed to
       by WESTWAY. The current rate for this service is $60.00 (Monday-Saturday)
       and $75.00 (Sundays and Holidays) respectively.


TERMINAL OPERATING HOURS
------------------------

WESTWAY  shall  perform the services set forth in this  Agreement  during normal
working  hours,  except that WESTWAY  shall have its  facilities  and  personnel
available  for  operations  twenty-four  (24) hours per day,  seven (7) days per
week, including holidays. WESTWAY requires that reasonable notice be provided to
the terminal  when overtime is  requested.  Costs  incurred by WESTWAY in having
workmen stand by outside  normal working hours shall be reimbursed to WESTWAY by
CUSTOMER. Any work performed outside of normal working hours shall be subject to
overtime  at rates  specified  on  Schedule  I and may be  subject  to a minimum
"call-in" time equal to four hours per man.


SCHEDULE II - PAGE 4


Normal  working hours for Facility for the purpose of this Agreement are defined
as follows:

       Monday through Friday: 8:00 a.m. to 4:30 p.m.
       CLOSED:Saturdays,  Sundays  and  Holidays  (or  days on  which  they  are
       celebrated)

The above  normal  working  hours are  subject to change  upon  thirty (30) days
notice by WESTWAY to CUSTOMER, except that in no case shall normal working hours
be changed to less than forty (40) hours per week, unless otherwise agreed.


TANK CLEANING CHARGES
---------------------

Upon  exiting  tankage,  or as  specified  in section  9.01 (b),  CUSTOMER  will
contract a WESTWAY approved tank cleaner to  satisfactorily  strip and clean the
subject  tank(s) and

<PAGE>

pipelines to a  water-white  condition  suitable for the storage and handling of
specialty  chemicals.  Should  commodity have a Reid vapor pressure of more than
2.6 psi, tank must be degassed prior to tank cleaning. All costs associated with
the tank  cleaning  process,  including  degassing  if  necessary,  will be paid
directly by CUSTOMER.  Tank and pipeline  cleaning  schedules to be  coordinated
with terminal operations  department.  CUSTOMER's designated  representative may
witness tank cleaning  process.  Final  acceptability  of tank condition will be
determined by WESTWAY or its designated representative.  Alternatively,  WESTWAY
will arrange for tank cleaning and CUSTOMER will be charged at cost plus fifteen
percent (15%).












ACCEPTED                                ACCEPTED

NATURAL SOLUTIONS CORPORATION           WESTWAY TERMINAL COMPANY INC.

By /s/ Michael Klansek                  By /s/ Michael Johnson
   ----------------------------------      -------------------------------------

Title Chief Financial Officer           Title Vice President - Sales & Marketing
      -------------------------------         ----------------------------------

Date     September 17, 2001             Date    August 23, 2001
     --------------------------------        -----------------------------------