THIS SUB-LEASE TERMlNATION AGREEMENT (the " Agreement"") is entered into WENDY
ASHBY and DUANE ASHBY, as individuals jointly and severally, d/b/a Cargocare
AND Insynq Data Utilities (the "Tenant").

                                  WITNESSETH:

WHEREAS, Tenant leases certain real property located at Seafirst Plaza Building
northwest comer of South 9th and A Streets, Tacoma" Washington (the "Premises")
from Landlord, pursuant to that certain Office Lease Agreement, dated
August 24, 1998 (the lease and all amendments, extensions, renewals,
modifications and replacements are hereinafter referred to as the "Lease");

WHEREAS, Tenant subleased the Premises to INSYNQ DAT A UTILITIES (the
"Subtenant"'), pursuant to that certain Sublease Agreement, dated
November l, 1999 (the "Sublease");

WHEREAS, Tenant, Subtenant and Landlord desire that Tenant and Subtenant vacate
the Premises prior to the expiration of the term of the Lease; and

WHEREAS; Tenant and Landlord desire to cancel the unexpired portion of the
Lease term and to terminate any further obligations one to the other under the
Lease or any other leases and/or agreements between Landlord and Tenant
respecting the Premises from and after the Termination Date (as hereinafter
defined).

NOW, THEREFORE, for and in consideration of the sum of One and No/100 Dollars
($1.00) and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged and confessed, Landlord and Tenant do hereby
agree as follows:

     1.   TERMINATION DATE. The Lease is hereby canceled and terminated
          effective as of May 15, 2001 (the "Termination Date"). Tenant and
          Subtenant agree to quit the Premises, to remove a1l of Tenant's and
          Subtenant's property therefrom and to deliver up the Premises to
          Landlord on or the Termination Date, in an "AS IS" condition.
          Landlord acknowledges that it has fully inspected the Premises and,
          notwithstanding anything contained in the Lease to the contrary,
          agrees to accept, on the Termination Date, the surrender of the
          Premises in "AS IS" condition.

     2.   TERMINATION OF LEASE. The Lease and all other leases and/or
          agreements between Landlord and Tenant respecting the Premises shall
          be of no further force and effect as of the Termination Date,
          notwithstanding anything contained therein to the contrary.

     3.   TERMINATION OF SUBLEASE. By termination of the Lease, the Sublease
          and all other leases and/or agreements between Tenant and Subtenant
          respecting the Premises shall be of no further force and effect as of
          the Termination Date, notwithstanding anything contained therein to
          the contrary .

     4.   RELEASE OF LIABILITY. Effective on the Termination Date, each party
          hereto does hereby release and discharge the other party from any and
          all claims, connection with the Lease, provided, however, that
          Landlord shall have the right to enforce any unsatisfied obligation
          against the other party that arose or accrued prior to the
          Termination Date. The Lease shall continue in full force and effect,
          including, but not limited to, Tenant's obligation to pay rent, up to
          and including the Termination Date.

     5.   CONSIDERATION BY TENANT. In consideration of Landlord entering into
          this Agreement and releasing Tenant from any further obligation under
          the Lease, Tenant shall execute confession of judgement separate and
          apart from this Agreement.

     6.   REPRESENTATIONS OF TENANT. Tenant represents that it has not made any
          assignment, sublease, transfer or conveyance, or other disposition of
          the Lease, except as previously noted to Subtenant, or of any
          interest in the Lease, or of any claim, demand, or obligation,
          liability, action or cause of action arising from the Lease. Tenant
          represents that the individual executing this Agreement on behalf of
          Tenant is duly authorized to bind Tenant to this Agreement,

     7.   REPRESENTATIONS OF LANDLORD. Landlord represents that the individuals
          executing this Agreement on behalf of Landlord are duly authorized to
          bind Landlord to this Agreement, and that all necessary consents of
          third parties to this Agreement have been obtained.

     8.   ATTORNEYS' FEES. The prevailing party to any action or proceeding
          between Landlord and Tenant with respect to the interpretation of or
          breach of this Agreement or the transaction contemplated hereunder
          shall be entitled to have and recover all reasonable costs, expenses,
          attorneys' fees and other costs incurred in connection therewith.

     9.   ENTIRE AGREEMENT. This Agreement embodies the entire agreement of
          Landlord and Tenant with respect to the subject matter of this
          Agreement, and it supersedes any prior agreements, whether written or
          oral, with respect to the subject matter of this Agreement. This
          Agreement may be modified only by written instrument duly executed by
          Landlord and Tenant. There arc no agreements or understandings which
          are not set forth in this Agreement.

     10.  HEADINGS. The headings used in this Agreement are for convenience
          only and shall not be used to interpret or construe its provisions.

     11.  COUNTERPARTS. This Agreement may be executed in one or more
          counterparts, each of which shall be deemed an original, but all of
          which together shall constitute one and the same instrument,

     12.  JOINT AND SEVERAL LIABILITY. If the term "landlord' or "tenant"
          refers to more than one corporation, partnership, trust, association,
          individual or other entity , their liability under this Agreement
          will be joint and several,

     13.  BINDING EFFECT. The terms and provisions of this Agreement will inure
          to the benefit of, and will be binding upon, thc successors, assigns,
          personal representatives, heirs, devisees and legatees of Landlord
          and Tenant.


     EXECUTED to be effective as of the 18th day of May, 2001,


TENANT:                                SUBTENANT:
D/B/A CARGOCARE                        INSYNQ DATA UTILITIES,


By: /s/ Wendy Ashby                    By: /s/ M. Carroll Benton
Wendy Ashby                            Name:   M. Carroll Benton
                                       Title:  Sec/Treas
By: /s/ Duane Ashby
Duane Ashby