Exhibit 10

              MEDAPPS NON EXCLUSIVE VALUE ADDED RESELLER AGREEMENT

This Non Exclusive  Value Added  Reseller  Agreement  ("Agreement")  is made and
entered into as of June 12, 2010 ("Effective  Date") by and between MedApps Inc.
(MedApps)  with  offices at 7975 North  Hayden  Road,  Suite  A200,  Scottsdale,
Arizona  85258 and Cytta  Corp  (herein  "Cytta" or "VAR")  with  offices at 905
Ventura  Way,  Mill Valley,  CA 94941.  MedApps and VAR are each a Party to this
Agreement.

SCOPE AND PURPOSE

MedApps  designs and develops  medical  Remote Patient  Monitoring  products and
wishes to contract VAR to perform certain VAR responsibilities.

VAR is in the business in conjunction  with its Joint Venture partner  Medi-Home
Individualized Monitoring Systems Corp. (MHIMS) of providing systems integration
of medical monitoring systems in the Medical Home through Health Plans,  Managed
Care Organizations or Medical Groups/IPAs herein the ("End Users")

These VAR  responsibilities  include  activities  such as  contacting  potential
customers  for sales,  rentals,  or leases of  MedApps  products  and  services,
integrating  MedApps products and services with approved medical  peripherals to
create  individualized  medical monitoring systems for utilization by End Users,
connecting  customers  with  MedApps,  negotiating  pricing and delivery  within
MedApps  guidelines  and  subject  to  MedApps  approval,   sending  quotations,
obtaining   purchase   orders  from  customers  and  ensuring   optimum  product
implementation and integration at End Users' facilities.

MedApps responsibilities include providing marketing/sales collateral, providing
VAR with  pricing and  delivery  guidelines,  responding  in a timely  manner to
inquiries,  including  approving or rejecting  customer  quotations,  delivering
quality  product in  accordance  with  accepted  customer  quotations,  customer
service support and customer and VAR technical product support.

In consideration of the mutual  covenants and promises herein  contained,  it is
agreed as follows:

1.  DEFINITIONS.

     1.1 "Customer" shall mean Medi-Home Individualized  Monitoring Systems Corp
(herein  "MHIMS")  the joint  venture  partner of VAR that (i) has  accepted any
MedApps' product subject to the MedApps Terms and Conditions  Agreement and (ii)
is not in the primary business of designing, developing,  manufacturing, selling
or distributing medical data communication products and services

     1.1a "End User" Shall mean the Health  Plans,  Managed Care  Organizations,
Medical  Groups/IPAs  and  members  or other  entitites  deemed by the VAR,  and
purchasing, renting or leasing the MedApps products and services for integration
with approved medical  peripherals to create  individualized  medical monitoring
systems for the medical home from MHIMS.

     1.2 "Terms  and  Conditions"  shall mean the  agreement  that  governs  the
ownership and use of the MedApps  Products by Customers,  currently as set forth
in Exhibit A attached hereto, which may be amended by MedApps from time to time.
For the avoidance of doubt,  the Terms and  Conditions  apply only to the use of
MedApps Products by Customer(s).

                                       1
<PAGE>
     1.3 "MedApps Products" shall mean the products manufactured and distributed
by MedApps and any services related thereto as specifically set forth in Exhibit
B attached hereto, which may be amended by MedApps from time to time.

     1.4 "Maintenance" shall mean error corrections,  firmware upgrades, product
enhancements  and  documentation  updates of the MedApps  product  and  services
generally made commercially available by MedApps during the Term.

     1.5 "Term" shall have the meaning set forth in Section 10.1.

2. VAR'S RIGHTS, RESPONSIBILITIES AND RESTRICTIONS.

     2.1 Grant of Rights to VAR.  Subject  to the terms and  conditions  of this
Agreement,  MedApps grants VAR a non-exclusive,  non-transferable,  right during
the  Term  of  this  Agreement  and in the  Territory  (as  defined  below)  to:
California, Nevada, Arizona and Canada (excluding Quebec)

          A.   Perform  VAR  services  for  the  MedApps  Products,  other  than
               Development Products;

          B.   Act as a  marketing  representative  for  the  MedApps  Products,
               including  the  right to  market,  promote  and  demonstrate  the
               MedApps  Products  to the  Customer  for the  purpose of securing
               orders of the MedApps Products; and

          C.   Train Customer to operate and use the MedApps Products.

     2.2 Restrictions. VAR agrees that:

          A.   MedApps  shall  have the  exclusive  right to  accept  or  reject
               Customer  orders,  provided  that MedApps shall provide the basis
               for any  rejected  order within three (3) days of receipt of such
               order;

          B.   VAR may not  serve as a VAR,  or  otherwise  market,  promote  or
               demonstrate  MedApps  Products  to the  Customers  set  forth  on
               Exhibit C (the "House Accounts"),  which accounts may change from
               time to time upon notice in writing by MedApps;

          C.   VAR  shall  not  use  any  marketing  or  promotional   materials
               (including,   without   limitation,   press   releases,   quotes,
               testimonials,  sales presentations,  posters, and advertisements)
               other than  those  materials  provided  by  MedApps  unless  such
               materials are pre-approved by MedApps in writing;

          D.   MedApps shall include a copy of the current Terms and  Conditions
               inside the HealthPAL devices in shipments to Customers. VAR shall
               include a copy of current form of the Terms and Conditions in all
               other samples, demonstration units and evaluation units delivered
               to Customers;

          E.   Except as expressly  authorized by MedApps in writing,  VAR shall
               not: (i) modify,  materially alter, translate,  reverse engineer,
               decompile,   disassemble,  create  derivative  works  of  MedApps
               Products or (ii) remove, alter, or cover any copyright notices or
               other  proprietary  rights notices in or on the MedApps  Products
               ((i) and (ii) referred to as a "Modification"); and

          F.   VAR shall  not,  and shall not advise  any  Customer  to, use any
               MedApps Product with any device not approved by the United States
               Food and Drug Administration (the "FDA").

                                       2
<PAGE>
     2.3 Obligations of MedApps. MedApps shall:

          A.   Review Customer orders submitted by VAR within three (3) days and
               advise VAR whether such order has been  accepted or rejected (for
               the  avoidance  of  doubt,  VAR may cure any  rejected  order and
               resubmit such order for acceptance or rejection);

          B.   Deliver quality MedApps  Products in accordance with the terms of
               accepted orders;

          C.   Provide  VAR with an  updated  form of Terms and  Conditions  and
               update lists of MedApps Products,  Pricing  Information and House
               Accounts;

          D.   Provide VAR with the marketing  materials set forth on Exhibit D;
               and

          E.   Other obligations as provided herein.

     2.4 Territory.  VAR's rights under this Agreement shall be limited to areas
in the following territory:  California,  Nevada,  Arizona and Canada (excluding
Quebec) (the "Territory").

     2.5 Limited Trademark License.  During the Term of this Agreement,  MedApps
grants to VAR a non-exclusive  and  non-transferable  license to use such marks,
names,  and logos owned by MedApps as the parties may  mutually  agree upon (the
"Trademarks"),  solely  for the  purpose  of  fulfilling  VAR's  obligations  or
exercising  VAR's  rights  under this  Agreement.  VAR shall not be permitted to
sublicense the use of the Trademarks.  Prior to any use of MedApps'  Trademarks,
other than  materials  which have been  provided  to VAR by  MedApps,  VAR shall
submit an example of the intended use and a written request for approval,  which
approval shall not be  unreasonably  withheld or delayed.  VAR's use of MedApps'
Trademarks shall conform to MedApps' usage  guidelines of such  Trademarks,  and
shall not fall below standard industry practice in any circumstance.  VAR agrees
that its use of  MedApps'  Trademarks  shall  inure to the  benefit of and be on
behalf of MedApps  and that VAR shall not use any  confusingly  similar  mark or
logo to MedApps'  Trademarks.  VAR acknowledges that its utilization of MedApps'
Trademarks  will not create any right,  title or interest in such Trademarks for
VAR. VAR shall use MedApps' Trademarks so that each Trademark creates a separate
and distinct  impression from any other trademark that may be used or affixed to
the same materials  bearing such  Trademarks or used in connection with services
provided under the Trademarks.

     2.6 Export. To the extent applicable,  VAR will comply with all export laws
and  restrictions  and  regulations  of the  Department  of  Commerce  or  other
appropriate  United States or foreign  agency or authority,  and not export,  or
allow the export or  re-export  of the MedApps  Products  or any direct  product
thereof in violation of any such restrictions,  laws or regulations. VAR further
agrees  that it shall not,  directly  or  indirectly,  export or  re-export  any
MedApps Products outside of the Territory unless prior written  authorization is
obtained  from MedApps  and, if required by  applicable  law, the United  States
government.  Customer  agrees to comply with all  applicable  laws which must be
complied with in order to protect or preserve MedApps  proprietary rights to the
MedApps Products.

     2.7 Product Forecasts. VAR shall provide MedApps with monthly forecasts for
sales of MedApps  Products for the  following  three (3) months on or before the
last Thursday of each month.  Forecasts shall be provided in the form of Exhibit
E.

     2.8 Progress  Reports.  VAR shall  provide  MedApps  with monthly  progress
reports  of sales of  MedApps  Products  on or before  the first  Monday of each
month. Progress reports shall be provided in the form of Exhibit F.

                                       3
<PAGE>
     2.9  Relationship  between  Parties.  Nothing  in this  Agreement  shall be
construed to create an employment or other agency  relationship  between MedApps
and VAR. Under no  circumstances  shall VAR be authorized to bind MedApps to any
agreement with a Customer or other third party.

3. OWNERSHIP.

     3.1 VAR agrees that all rights  (including but not limited to  intellectual
property rights),  title and interest in the MedApps Products, and all copies of
all or any part thereof,  shall remain with MedApps.  To the extent that MedApps
preapproves any  Modification,  MedApps shall also own all rights (including but
not limited to intellectual property rights), title and interests in and to such
Modifications.

     3.2 Nothing in this Agreement  shall be construed as limiting in any manner
MedApps'  marketing,  distribution or sales activities or its ability to appoint
or license other dealers,  resellers,  distributors,  manufacturers,  employees,
independent contractors or agents to do the same.

     3.3 VAR  shall  not have the  right to  place  any lien or  encumbrance  on
MedApps Products.

     3.4 From time to time,  MedApps  may  provide  VAR with the use of MedApps'
equipment,  including, without limitation,  computers, monitors, electrical test
fixtures,  product samples and marketing equipment.  Such equipment shall remain
the  property of MedApps and VAR shall not lend,  sell,  lease,  hypothecate  or
otherwise dispose of such equipment.

4. PRICING, EXPENSES, CUSTOMER QUOTATIONS AND PAYMENT.

     4.1 Pricing.  The price that MedApps  Products  will be sold to VAR and the
minimum price that VAR may quote for MedApps Products to Customers are set forth
on Exhibit G. VAR may not offer any MedApps  Products  at prices  lower than the
"Standard Price" set forth in Exhibit G without the prior written consent of the
MedApps sales manager or MedApps CEO.

     4.2  Quotations.  VARs shall provide  quotations to customers using Form of
Quotation  set forth in Exhibit H (each a  "Quotation").  All  quotations  shall
include  a copy of  MedApps  Terms  and  Conditions.  Upon the  acceptance  of a
Quotation by a Customer, VAR shall submit the Quotation to MedApps for approval.
MedApps will inform VAR of whether it has approved the Quotation  within two (2)
days.

     4.3 Payment Terms.  Unless  specific  agreements are established in writing
between  MedApps  and VAR,  payment by VAR shall be due within  thirty (30) days
from the  date of  shipment  of the  MedApps  Product(s)  to  Customer.  MedApps
reserves the right to impose a fee of one and one half percent  (1.5%) per month
on any late  payment.  In the event it is  necessary  to  commence  an action to
collect any payment, VAR shall pay the costs thereof, including, but not limited
to, attorneys fees, costs and disbursements in accordance with Section 11.7. VAR
understands and agrees that its obligation to pay MedApps in accordance with the
terms of this  Agreement  is  independent  of VAR's  ability to collect from any
Customer.

     4.4 Expenses. The VAR shall pay its own expenses related to its obligations
under this Agreement, including, without limitation, all transportation,  hotel,
meals, and entertainment expenses.

                                       4
<PAGE>
5. CONFIDENTIALITY AND SECURITY

     5.1 VAR  acknowledges and agrees that the MedApps Products are comprised of
MedApps' trade secrets and proprietary  information,  whether or not any portion
thereof is or may be copyrighted or patented,  and as such the MedApps Products,
including all marketing and other materials related to the MedApps Products, are
deemed "Confidential Information."

     5.2 VAR shall take commercially reasonable efforts to reproduce and include
copyright and proprietary notices on all copies of the Confidential  Information
in the same form and manner  that such  copyright  and  proprietary  notices are
included on the Confidential Information.

     5.3 VAR agrees not to disclose the  Confidential  Information to any person
or entity,  except to employees of VAR to whom such  disclosure  is necessary to
permit VAR to exercise its rights  hereunder.  VAR shall advise each employee to
whom  such  disclosure  is  made  of  the  need  to  maintain  the  Confidential
Information  in  confidence  and shall  obtain a signed  acknowledgement  of the
employee's  obligations  hereunder.  VAR and its employees  will not disclose or
permit  disclosure of the Confidential  Information to any person not authorized
in writing by MedApps to possess  the  Confidential  Information.  VAR agrees to
maintain  the  Confidential   Information  in  secure  premises  and  on  secure
equipment,  as  applicable,  to  prevent  any  unauthorized  use or  disclosure.
Examples of Confidential  Information are: MedApps company  information  (design
information,  manufacturing  information,  bill of  materials,  printed  circuit
design,  firmware,   software),   Customer  information,  all  MedApps  business
documentation, Pricing Lists, and Competitor Information.

     5.4 VAR shall give MedApps written notice of any unauthorized disclosure or
use of the Confidential Information promptly when VAR learns or becomes aware of
it.  VAR  shall  have  no  confidentiality   obligations  with  respect  to  any
information that was disclosed to the public by MedApps.

     5.6 Since unauthorized disclosure of MedApps Confidential  Information will
diminish  substantially  the value of the  MedApps  Products,  MedApps  shall be
entitled to obtain equitable relief to protect its interest therein,  including,
but not limited to injunctive relief, as well as money damages.

     5.7 VAR agrees not to issue any press  release or public  statement  of any
kind with respect to this  Agreement  or  arrangement  with MedApps  unless such
press release or public statement pre-approved by MedApps in writing.

     5.8 VAR may make only such copies of the MedApps product information as are
reasonably necessary for it to exercise its rights hereunder.

6. SETUP, SUPPORT AND TRAINING

     6.1  Receipt  and Setup of  MedApps  Products.  The VAR shall  make  itself
available to answer questions  (whether in-person or by telephone and/or e-mail)
regarding  the  initial  setup,  operation  and  use of any  MedApps  Product(s)
received by a Customer  pursuant to a Quotation  initiated by VAR.  This service
shall be provided by VAR free of charge and in a timely manner to the Customer.

     6.2  Support.  After  support for the initial  setup and use is provided by
VAR, in response to a request for assistance  from the VAR or Customer,  MedApps
shall provide  technical support and warranty coverage for the MedApps Products.
Such assistance will be provided free of charge and in a timely manner by e-mail
and/or telephone.

                                       5
<PAGE>
     6.3 Training of VAR.  MedApps agrees to provide,  and VAR agrees to attend,
corporate  training at MedApps  offices in Scottsdale,  AZ and further agrees to
pay for all transportation, hotel and meals incurred in attending such training.
VAR  agrees to send  each of its  sales  personnel  to such  training.  If VAR's
Territory includes a country outside of the United States whose primary language
is not English, MedApps shall provide training in such local language, provided,
however,  that VAR may provide  training  in such local  language if approved in
advance in writing by MedApps. If MedApps approves VAR to conduct such training,
MedApps will provide training materials in the local language of such country.

7. WARRANTY AND LIMITATION OF WARRANTY.

     7.1 Warranty. For one year from the date of delivery of the MedApps Product
to Customer,  MedApps  warrants that the product is delivered free of defects in
material  and  workmanship.  If during  such  warranty  period,  VAR or Customer
discovers a defect in the  product,  VAR or Customer  shall  immediately  notify
MedApps and VAR's  exclusive  remedy shall be, at MedApps' sole  discretion,  to
either  repair or replace such product so that it is free of defects of material
and   workmanship.   The  VAR  shall  use  the  MedApps  standard  return  goods
authorization  procedure  then in place,  as described on MedApps'  website,  to
return any defective MedApps Products. MedApps shall be responsible for shipping
costs incurred in the return of any MedApps  Products,  which are verified to be
defective.  This Section 7.1 sets forth the sole and  exclusive  warranty  under
this Agreement.

     7.2  DISCLAIMER  OF WARRANTY.  THE FOREGOING  LIMITED  WARRANTY IS THE ONLY
EXPRESS  WARRANTY MADE TO VAR AND IT IS PROVIDED BY MEDAPPS IN LIEU OF ANY OTHER
WARRANTIES  OR  OTHER   OBLIGATIONS   (IF  ANY)  CREATED  BY  ANY   ADVERTISING,
DOCUMENTATION,  PACKAGING  OR OTHER  COMMUNICATIONS.  EXCEPT AS SET FORTH IN THE
LIMITED  WARRANTY AND TO THE MAXIMUM  EXTENT  PERMITTED BY LAW,  MEDAPPS  HEREBY
DISCLAIMS ALL OTHER WARRANTIES FOR THE MEDAPPS  PRODUCTS,  DOCUMENTATION AND ANY
OTHER  PRODUCTS AND SERVICES  PROVIDED BY MEDAPPS  UNDER THIS  AGREEMENT AND ANY
EXECUTED EXHIBITS HERETO,  WHETHER EXPRESS OR IMPLIED,  INCLUDING  WARRANTIES OF
NON-INFRINGEMENT,  MERCHANTABILITY  AND FITNESS FOR A PARTICULAR  PURPOSE.  THIS
DISCLAIMER  AND EXCLUSION  SHALL APPLY EVEN IF THE EXPRESS  WARRANTY AND LIMITED
REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE.

     7.3 Avoidance of Warranty.  The Limited  warranty shall be void if: (a) any
modification  is made to the  medapps  products,  which has not been  previously
approved by medapps in writing;  or (b) the  medapps  products  are used with or
connected to any medical products or devices which have not been approved by the
fda.

8. INDEMNITY BY MEDAPPS

     8.1  Subject to the  limitations  set forth in Sections  8.2  through  8.4,
MedApps will defend, indemnify and hold harmless VAR against any claim resulting
from (a) the  violation  by any  MedApps  Product of the  intellectual  property
rights of a third party,  (b) a breach of this Agreement by MedApps,  or (c) the
gross negligence or willful misconduct of MedApps, and will pay resulting actual
costs, damages and reasonable attorneys' fees finally awarded, provided that (x)
VAR promptly  notifies  MedApps of the claim, (y) VAR cooperates with MedApps in
the  defense  and (z)  MedApps  has sole  control of the defense and all related
settlement  negotiations.  However, if the actual costs,  damages and reasonable

                                       6
<PAGE>
attorneys'  fees  attributable  to a  claim  of  infringement  may  exceed  such
limitation  of  liability,  VAR may elect to defend  against the claim  provided
MedApps may fully participate in the defense and settlement of such claims.

     8.2 INSURANCE AND limitations of liability.

          (a)  MedApps shall carry product liability insurance with limits of at
               least  $2,000,000.  MedApps  liability  with  respect  to product
               liability shall not exceed the total amount of insurance proceeds
               available under such policy.  Neither  MedApps,  nor its insurer,
               shall  have any  obligation  to  indemnify  or defend  VAR or pay
               costs, damages or attorneys' fees for any product liability claim
               based upon use of a MedApps  Product  that is not  current or has
               been altered if such infringement  would have been avoided by the
               use of a current, unaltered release of such MedApps Products.

          (b)  MEDAPPS'  ENTIRE  LIABILITY  TO VAR OR ANY THIRD PARTY UNDER THIS
               AGREEMENT  FOR CLAIMS,  OTHER THAN PRODUCT  LIABILITY,  SHALL not
               exceed  the  total  amount  paid  by VAR to  MedApps  under  this
               agreement  including  the failure of any remedy of its  essential
               purpose.  In no event, will MEDAPPS be liable to VAR or any third
               PARTY  for any  lost  profits,  incidental,  special,  exemplary,
               punitive,  indirect or other  consequential  damages,  or for any
               claim against VAR by any other person or entity,  resulting  from
               or arising  out of the use of the MedApps  ProductS or  resulting
               from  or  arising  out of this  Agreement  or the  Right  granted
               hereunder,  even if  MedApps  knowS  or has been  advised  of the
               possibility of such damages.

     8.3 If a claim  that a  MedApps  Product  infringes  upon the  intellectual
property of a third-party occurs, or in MedApps' opinion is likely to occur, VAR
agrees to permit MedApps, at MedApps' option and expense,  either to procure for
VAR (and its Customers)  the right to continue  using the MedApps  Product or to
replace or modify the same with a non-infringing product that provides as nearly
as is  reasonably  possible,  under the  circumstances,  the same  capability as
before.

     8.4 The foregoing  states the entire  obligation of MedApps with respect to
infringement.

9. INDEMNITY BY VAR

     9.1 Except as provided in Section 8 hereof, VAR shall defend, indemnify and
hold harmless MedApps from all claims, costs, damages,  judgments and reasonable
attorneys'  fees  resulting  from a breach of this Agreement by VAR or the gross
negligence  or willful  misconduct of VAR,  provided  that (a) MedApps  promptly
notifies  VAR of the claim,  (b) VAR has sole control of the defense and related
settlement negotiations, and (c) MedApps cooperates with VAR in the defense.

10. TERM AND TERMINATION

     10.1 Term and Termination. The term of this Agreement ("Term") shall be the
time from the Effective Date until the earlier of:

                                       7
<PAGE>
          A.   The third anniversary of the Effective Date;

          B.   The  day  that  is  sixty  (60)  days  after  written  notice  of
               termination  of this  Agreement is served by either party for any
               or no reason;

          C.   The  day  on  which  either  Party  provides  written  notice  of
               termination  of this Agreement as a result of the other Party (i)
               neglecting   or  failing  to  perform  or  observe   any  of  its
               obligations  under this  Agreement  and  failing to correct  such
               breach within thirty (30) days after  receiving a written request
               that it do so,  (ii)  making any  assignment  for the  benefit of
               creditors,  (iii) not being able to dismiss  within  thirty  (30)
               days, any bankruptcy,  reorganization, debt arrangement, or other
               proceeding  under  any  bankruptcy  or  insolvency  law  that  is
               initiated  by it, or  against  it or (iv)  ceases to be  actively
               engaged in business; or

          D.   The day on which MedApps  provides  written notice of termination
               of this Agreement,  as a result of a breach of Sections 2, 3 or 5
               by VAR, without the need to provide opportunity to cure.

     10.2 Effect of Termination.

          A.   Upon  expiration  or  termination  of this  Agreement,  VAR shall
               return to MedApps or destroy,  at MedApps'  option,  all physical
               copies  of  information  and  documentation  related  to  MedApps
               Products or MedApps intellectual  property.  If MedApps elects to
               have such property returned to it, MedApps shall provide shipping
               label(s) or otherwise pay all shipping costs.  Additionally,  VAR
               shall erase all copies of information and  documentation  related
               to MedApps  Products or MedApps  intellectual  property  from its
               computer,  electronic,  and other  storage  devices or  otherwise
               destroy all images or electronic copies of information related to
               the MedApps Products.

          B.   Any active  orders which include  MedApps'  products and services
               will be honored  by MedApps  for sixty (60) days from the date of
               notice of termination.

     10.3  Survival.  Sections 1, 3, 5, 7, 8, 9, 10.2,  10.3 and 11 hereof shall
survive  expiration or  termination of this Agreement and shall continue in full
force and effect thereafter.

11. MISCELLANEOUS

     11.1  Notices.  Any notice  required  or  permitted  to be given under this
Agreement  shall be sent to the address of the other party as set forth above or
to such address as a party may designate by written  notice.  The notice will be
deemed received (i) upon delivery by hand, (ii) three (3) days after mailing the
notice by registered or certified mail with return receipt  requested,  or (iii)
by the date the notice was  delivered via overnight  courier  service  requiring
signature upon receipt.

     11.2 Waiver and Severability. The waiver by either party of a breach of any
provision of this Agreement shall not operate or be construed as a waiver of any
other or a subsequent  breach of the same or a different kind. If for any reason
a court of competent  jurisdiction  finds any  provision of this  Agreement,  or
portion thereof,  to be  unenforceable,  that provision of the Agreement will be
enforced to the  maximum  extent  permissible  so as to affect the intent of the
parties,  and the  remainder of this  Agreement  will continue in full force and
effect.

                                       8
<PAGE>
     11.3  Assignment.  VAR agrees  that its rights and  obligations  under this
Agreement may not be transferred or assigned directly or indirectly  without the
prior  written  consent  of  MedApps  which  consent  will not  unreasonably  be
withheld.  Any  attempted  assignment  in  violation of the  provisions  of this
Section shall be null and void.  Subject to the foregoing,  this Agreement shall
be binding upon and inure to the benefit of the parties hereto, their successors
and assigns.

     11.4 Governing Law. This  Agreement,  and all of its  provisions,  shall be
deemed to have been made in the State of Arizona and the validity, construction,
interpretation  and  enforcement  thereof  shall be governed by and construed in
accordance  with the laws of the State of Arizona  without regard to conflict of
law provisions.

     11.5  Arbitration.  With  the  exception  of an  action  primarily  seeking
injunctive  relief  set forth in Section 5, any  dispute,  controversy  or claim
arising out of or relating to this Agreement, the subject matter thereof, or the
breach thereof shall be settled by binding  arbitration  in Phoenix,  Arizona in
accordance with the Commercial Arbitration Rules then prevailing of the American
Arbitration  Association.  Judgment  made  in  arbitration  may be  entered  and
enforced in a court of competent jurisdiction.

     11.6 Venue.  Any judicial action taken by either party against the other in
connection with any dispute or arbitration under this Agreement shall be brought
solely in Phoenix,  Arizona in a State court having  jurisdiction of the subject
matter of the action,  however, if there are claims for which there is exclusive
Federal  jurisdiction,  such claims  shall be brought in  Phoenix,  Arizona in a
Federal Court;  unless  jurisdiction  cannot there be obtained over, or venue is
not there proper as to, an  indispensable  third party.  Both parties  expressly
consent to the exercise of jurisdiction over them in the jurisdictions set forth
in the previous sentence, as appropriate, by any court of competent jurisdiction
and waive any rights they may have to have the action tried or  determined  in a
different venue.

     11.7 Attorneys'  Fees. The prevailing  party in any arbitration or judicial
action  brought to enforce or  interpret  this  Agreement  or for relief for its
breach  shall be entitled  to recover its  reasonable  attorney's  fees  therein
incurred.

     11.8 Entire  Agreement.  This Agreement  represents the entire agreement of
the parties with respect to the matters set forth herein,  supersedes  any other
oral or written  agreements or communications  relating thereto,  shall alone be
binding,  and may be amended  only by a writing  executed  by both  parties.  No
provision  appearing  on any  purchase  order,  quotation  form,  or other  form
originated  by  either  party  shall be  applicable  unless  such  provision  is
expressly accepted in writing by both parties.

                                       9
<PAGE>
IN WITNESS  WHEREOF,  the duly  authorized  representatives  of the parties have
executed this Agreement as of the Effective Date.

MEDAPPS, INC.                               CYTTA CORP.


By: /s/ Kent Dicks                           By: /s/ Gary Campbell
    ----------------------------                 -------------------------------
Name: Kent Dicks                             Name: Gary Campbell
Title: President                             Title: President, Director


                                             By: /s/ Karl Harz
                                                 -------------------------------
                                             Name: Karl Harz
                                             Title: Vice President, Director

                                       10
<PAGE>
                                    EXHIBIT A
                        MEDAPPS MOBILE HEALTH MONITORING
                     STANDARD TERMS AND CONDITIONS FOR USERS

ABOUT MEDAPPS(R) TERMS AND CONDITIONS
Permission  to  use  MedApps'  products,  services  and  applications  shall  be
conditioned on the users  acknowledgement  that he/she understands and agrees to
the MedApps,  Inc.'s  ("MedApps")  Standard Terms and  Conditions,  as described
herein. If the Terms and Conditions are not understood and agreed to, users will
not be permitted to use MedApps  products or services.  An current  version,  in
electronic   form,   of  these   Terms   and   Conditions   can  be   viewed  at
www.medapps.net/T&Cs.

Acceptance of these Terms and  Conditions  is confirmed by  "Agreeing"  and / or
"Accepting"  these Terms, User Agrees to these Terms and Conditions by selecting
the "Accept" button on the HealthPAL,  and by selecting "Agree" when registering
in HealthCOM.  These  selections of  agreements  are part of the MedApps  System
comprising products, services, and applications.

MEDAPPS(R) PRODUCT & SERVICES USAGE
The MedApps System, which includes all MedApps products, services,  applications
such as HealthPAL(TM) and HealthCOM(TM) as well as the MedApps website,  MedApps
web-based  portals and related content  including text,  graphics and images, is
only intended to be used to transmit and report  biometric data. These products,
services and applications are not intended to, and do not, replace  professional
diagnoses or medical treatment in any way.

MEDICAL DIAGNOSIS AND EMERGENCY
The  MedApps  System  is  not  intended  for  emergency  use  or  time  critical
monitoring.  The MedApps  System makes  non-critical  health data  available for
monitoring by  clinicians,  and is not meant to  substitute  for, or replace the
direction  of a  healthcare  professional.  Users of the MedApps  System  should
always receive  consultation  regarding their  condition(s)  and related product
usage from a medical practitioner.  Users should always seek the advice of their
physician or other qualified  health  providers with any questions they may have
regarding a medical condition. If users think they may have a medical emergency,
they should contact emergency personnel or a physician immediately. Users should
never  disregard  professional  medical  diagnoses or advice,  or delay  seeking
medical  treatment  based on information  or content  obtained using the MedApps
System, including websites operated by and / or linked to MedApps, Inc. Users of
the MedApps System do so, solely at their own risk.

SENSITIVE INFORMATION
Parts of the MedApps'  System,  may contain  medical / health related content or
links to content which certain  individuals may be uncomfortable  with, consider
offensive or find otherwise  sensitive.  MedApps has no control over and accepts
no responsibility for such material.

PRIVACY OF MINORS
MedApps is  committed  to  protecting  the privacy of minors,  children  and all
persons who are not  granted  legal adult  rights  applicable  to their state or
country of residence.  The MedApps System is not for use by children without the
supervision  and  approval by their parent or legal  guardian.  MedApps does not
knowingly collect personally identifiable  information from children without the
express written consent of their parent or legal guardian.

HIPAA COMPLIANCE
All data collected in the MedApps System is transmitted,  stored and reported in
a HIPAA compliant  manner.  MedApps utilizes industry standard security features
including  128-bit  encryption,  and Secure Socket Layer (SSL)  Connection.  The
transmission of measurements of this device to a receiving hub complies with all
Administrative Simplification provisions of The Health Insurance Portability and
Accountability Act of 1996 (HIPAA Title II) required by The Department of Health
and Human Services to establish  national  standards for  electronic  healthcare
transactions and national identifiers for providers, health plans, and employers
- and addresses the security and privacy of health data.  Information  regarding
HIPAA compliance is contained in a HIPAA Business  Associate  Agreement  between
MedApps  and  the  healthcare  provider  service.  For  specific  HIPAA  related
information,  users should contact their healthcare provider service. All use of
the MedApps System in conjunction with electronic health records must meet HIPAA
requirements for compliance.

All personal medical data stored, reported and used outside of MedApps' dominion
and control is the  responsibility  of the outside  entities  and MedApps has no
liability and assumes no obligation for any use or misuse of such data.

COLLECTED DATA FROM ACCESSORY METERS
The MedApps  System  receives  and  transmits  biometric  data from a variety of
accessory  metering devices.  MedApps has no liability and assumes no obligation
for the accuracy or proper  function of such  metering  devices.  MedApps is not

                                       11
<PAGE>
liable for the use or misuse of any  information  accessed  within  the  MedApps
System from these metering devices.

TRANSFER OF MEDAPPS(R) PRODUCT AND SERVICES
 As the MedApps System is specifically  designed and coded for individual use to
meet HIPAA compliance, no MedApps products, services or applications may be used
by,  shared,  transferred  or assigned to a third party  without  prior  express
written consent from MedApps, Inc.

MODIFICATION OF MEDAPPS SYSTEM
Except as expressly authorized by MedApps in writing,  user shall not, and shall
not permit any third-party to: (i) modify, materially alter, translate,  reverse
engineer, decompile,  disassemble, create derivative works of the MedApps System
or (ii)  remove,  alter,  or cover any  copyright  notices or other  proprietary
rights  notices  in or on the  MedApps  System  ((i) and (ii)  referred  to as a
"Modification").  To the  extent  that  MedApps  preapproves  any  Modification,
MedApps  shall  retain all rights  (including  but not  limited to  intellectual
property rights), title and interests in and to such Modifications.

CLAIMS, WARRANTY AND DAMAGES
MedApps  warrants  product  performance  for one year from the date the  product
becomes operable after installation, except that such warranty shall be null and
void in the  event  of:  (1)  misuse,  (2) use for  which  the  product  was not
intended, (3) negligent use or use in breach of these Terms and Conditions,  (4)
impact damage and (5) use with any device not approved by the United States Food
and Drug Administration.

MedApps  liability  shall be  limited to the price  charged  by MedApps  for the
MedApps System and MedApps is not  responsible  for any direct or  consequential
damages exceeding such price,  regardless of whether such damages arise from the
direct or indirect  use or misuse of the MedApps  System,  nor shall  MedApps be
liable for punitive damages.  MedApps  warranties are not transferable to or for
the benefit of any third party.

LIMITATIONS OF LIABILITY AND WARRANTY OF MEDAPPS
Use of the MedApps  System,  products,  services,  and  applications  is done so
strictly at the risk of the user.

When using the MedApps  System,  information  will be transmitted  over a medium
which is beyond the control and  jurisdiction of MedApps.  Accordingly,  MedApps
assumes no  liability  for or relating to the delay,  failure,  interruption  or
corruption of any data or other  information  transmitted in connection with use
of the MedApps System.

The MedApps  System and the content are  provided on an "as is" basis.  MedApps,
its VARs,  and its  suppliers,  disclaim  all  warranties,  express or  implied,
statutory or otherwise,  including but not limited to the implied  warranties of
merchantability,  non-infringement  of third  parties'  rights,  and fitness for
particular  purpose,  to the  fullest  extent  permitted  by  law.  Specifically
MedApps,  its VARs and its suppliers make no representations or warranties about
the following:
accuracy,  reliability,  completeness  or timeliness  of all content,  software,
text, graphics, links, or communications provided through the MedApps System.

FORCE MAJEURE
MedApps, Inc. shall not be liable for delays in delivery of products or services
caused by  circumstances  beyond  control  of  MedApps  or its  representatives,
including,  but not  limited to,  `acts of God',  inclement  weather,  tornados,
earthquakes,  epidemics,  blackouts,  power failure, fire,  explosions,  floods,
hurricanes,  strikes,  work stoppages,  labor,  component or material shortages,
slow-downs, industrial disputes, sabotage, acts of war or terrorism, destruction
of production facilities, riots and acts of civil disturbance.

JURISDICTION FOR DISPUTE
It is expressly agreed that exclusive jurisdiction for any dispute with MedApps,
Inc.  relating  to the use of the  MedApps  System  resides in the courts of the
State of  Arizona,  and it is further  agreed  and  expressly  consented  to the
exercise  of  personal  jurisdiction  in the  courts of the State of  Arizona in
connection with any such dispute  including any claim  involving  MedApps or its
affiliates,  subsidiaries,  employees,  representatives,  contractors, officers,
directors, telecommunication providers and content providers.

SUBSTANTIVE LAWS
These Terms and Conditions are governed by the internal  substantive laws of the
State of Arizona  without  respect to its  conflict of laws  principles.  If any
provision  of these  Terms and  Conditions  is found to be  invalid by any court
having  competent  jurisdiction,  the  invalidity of such  provisions  shall not
affect the validity of the remaining  provisions of these Terms and  Conditions,
which shall remain in full force and effect. No waiver of any of these Terms and
Conditions  shall be  deemed a  further  or  continuing  waiver  of such term or
condition or any other term or condition.

                                       12
<PAGE>
NOTICES OR COMMUNICATION
Any notices or communications of any nature should be directed to MedApps at:

USE OF CONTENT
MedApps,  Inc.  authorizes users to view or download single electronic copies of
applicable   material   regarding  the  MedApps   System  solely  for  personal,
noncommercial  use, and should include the appropriate  copyright  notices (e.g.
"Copyright  (C) 2006 - 2010  MedApps,  Inc. All rights  reserved"  and any other
copyright and proprietary  rights or notices that may have been contained in the
described  content.  Any special rules for the use of certain software and other
items provided  within the MedApps System may be included  elsewhere  within the
MedApps  System  and  are  incorporated  into  these  Terms  and  Conditions  by
reference.  User may make only such copies of the MedApps product information as
are reasonably necessary for it to exercise its rights hereunder.

The content related ot the MedApps System,  including,  without limitation,  all
content on the MedApps  website,  is protected by copyright  under United States
and foreign  laws.  Title to the Content  remains with  MedApps.  Any use of the
Content not  expressly  permitted by these Terms and  Conditions  is a breach of
these Terms and Conditions and may violate copyright, trademark, and other laws.
Content and features are subject to change or termination  without notice in the
editorial  discretion of MedApps.  All rights not expressly  granted  herein are
reserved  to  MedApps  and its  VAR.  If you  violate  any of  these  Terms  and
Conditions,  your permission to use the Content automatically terminates and you
must immediately destroy any copies you have made of any portion of the Content.

USER SUBMISSIONS
Users of the MedApps  System agree that they will not use the MedApps  System to
upload or transmit any  communications  or content of any type that  infringe or
violate any rights of any party.

ADVERTISEMENTS AND LINKS TO OTHER SITES
MedApps does not endorse the content on any third party websites. MedApps is not
responsible for the content of linked third-party sites, sites framed within the
MedApps   System  or  third  party   advertisements,   and  does  not  make  any
representations  regarding  their content or accuracy.  Your use of  third-party
websites is at your own risk and is subject to the terms and  conditions  of use
for the  specific  site(s) you are using.  MedApps does not endorse any products
and services  advertised  within the MedApps  System,  products,  services,  and
applications.

INDEMNITY
User agrees to defend,  indemnify  and hold MedApps,  its  officers,  directors,
employees,  agents,  VAR and  Suppliers  harmless  from and  against any claims,
actions or demands,  liabilities and settlements  including without  limitation,
reasonable legal and accounting fees, resulting from, or alleged to result from,
your violation of these Terms and Conditions.

USE OUTSIDE THE UNITED STATES
The MedApps  System is owned and  operated by MedApps,  Inc..  MedApps  makes no
claims  that  content  in the  MedApps  System  is  appropriate  or  legal to be
downloaded  outside of the United States without proper  approval and MedApps is
not  responsible  for  distribution  or access to content in foreign  countries.
Access to the MedApps System products,  services,  and applications from outside
of the United  States,  is done so implicitly and solely at risk of the user and
MedApps is not  responsible  for compliance  with the laws and  jurisdiction  of
foreign entities. The following provisions survive the expiration or termination
of these  Terms and  Conditions  for any  reason  whatsoever,  and may  include:
Liability, User Submissions, Indemnity, Jurisdiction, and Complete Agreement.

PARTIAL INVALIDITY
Whenever  possible,  each term or provision of the Terms and Conditions shall be
interpreted in such a manner as to be effective and valid under  applicable law.
If a term or  provision  shall  be  held  invalid  or  partially  invalid  under
applicable  law, this shall not affect the validity of the remainder  thereof or
any other term or provision of these Terms and Conditions, as a whole.

NO ASSIGNMENT; BINDING EFFECT
These Terms and Conditions  shall be binding on the parties and their respective
successors  and  permitted  assigns.  Neither  party shall  assign,  transfer or
delegate, in whole or in part, these Terms and Conditions, or any rights, duties
or obligations thereunder, without the prior written consent of the other party.
Any  attempted  or purported  assignment,  transfer or  delegation  without such
consent shall be null, void and of no effect.

REVISIONS TO TERMS AND CONDITIONS
MedApps  may revise and update  these  Terms and  Conditions  at  anytime.  Such
updates shall be posted on the MedApps website at: www. MedApps.net/T&Cs. User's
continued  use of the MedApps  System  following  such update  shall  constitute
implied consent and acceptance of the updated Terms and Conditions.

                                       13
<PAGE>
COMPLETE AGREEMENT
Except as  expressly  provided in a particular  "legal  notice"  within  MedApps
System,  these Terms and  Conditions  constitute  the entire  agreement  between
MedApps and the user with respect to the use of the MedApps System. In the event
of any  inconsistencies  between any subsequent  agreements between the user and
MedApps,  including but not limited to  pre-printed  forms and purchase  orders,
these Terms and Conditions shall govern.

Use of  Electronic / Personal  Health  Records (EPIC /  MyChart(TM))  and online
medical records services (e.g.  Microsoft  HealthVault,  (TM) Google Health(TM),
etc.) may be  subject  to  privacy  policies  and terms  and  conditions  of use
contained on their respective websites.