Exhibit 10.8

Insource Pty. Ltd.                                             Service Agreement
ABN 21 107 588 563

THIS  AGREEMENT  is made on the date set out In the  Schedule 1 In the place set
out in Schedule 2 BETWEEN  Insource Pty Ltd (herein after called  "Insource") of
the one part AND the person or company  named in Schedule 3 (herein after called
"the Client") of the other part.


NOW IT IS AGREED:

(1)    Services

       Insource will provide the Client the services as set out in Schedule 4.

(2)    Invoicing & Payment

       Insource  will  invoke the Client as set out in Schedule 5 and the Client
       must pay within Seven (7) days of receipt of the Invoice,


(3)    Time & Fee Estimates

       (a)    The  Client  acknowledges  that the  period of time  specified  in
              Schedule 6 and the  estimate of fees in  Schedule 7 are  estimates
              only and are based on initial project requirements provided by the
              Client.

       (b)    In the event of  variation of the  Client's  requirements  used to
              calculate estimates revisions to the estimates listed in Schedules
              6 and  Schedule 7 shall be made from time to time and agreed  upon
              in writing by both parties.

       (4)    Expenses

       The Client  agrees  that it shall  reimburse  Insource  for all  included
       expenses and disbursements as Indicated In Schedule 8.

(5)    Changes to Estimates

       (a)    Insource  reserves the right to increase  fees in the event of the
              Client's  failure to meet the timeframes as set out In Me Schedule
              9. In  particular,  access to  resources  and timely  sign-off  on
              deliverables will affect resource utilisation.

       (b)    Such increased fees shall represent reimbursement for time lost by
              Insource  based on the hourly rate or  otherwise  as a  proportion
              total project cost as agreed to herein.

       (c)    The  increased  fees will be deemed to be  accepted  by the Client
              unless the Client provides written notification to Insource of its
              objection  to the  increase  with Seven (7) days of receipt of the
              notification.   On  receipt  of  an  objection  the  parties  will
              negotiate in good faith to reach an agreement Failing which Clause
              9(d) shall apply.

(6)    Insource Personnel

       (a)    The  Client   will  give   Insource,   its   representatives   and
              contractors,  such access to the Client's  premises as required to
              enable  Insource to carry out the agreed  services and the Clients
              personnel  will  provide  all  assistance   reasonably   requested
              Insource.

       (b)    The Client  will not,  from the date of this  Agreement  to twelve
              months after  completion  of the provision of services by Insource
              solicit,  employ_  or  contract  any  employee  or  contractor  of
              Insource who provides services to the Client under this agreement

       (c)    The  Client  agrees  that if it  employs  or  engages  any  person
              directly  contrary to clause 4(b) above, it shall be liable to pay
              to Insource  liquidated damages in a once oft amount equal to 1096
              of such person's annual salary or annualised  contracted amount if
              a contractor) at the time of departing Insource, even if they have
              been  employed  or con by  another  organisation  after  departing
              Insource  and prior to being  engaged  or  employed  by the client

(7)    Confidentiality

       (a)    Each party shall  treat as  confidential  information  which comes
              into  its  possession,  pursuant  to or as a  result  of or in the
              performance of this Agreement, whether such information relates to
              the

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Insource Pty. Ltd.                                             Service Agreement
ABN 21 107 588 563


              business,  sales,  marketing or technical  operations of the other
              Party,  the  clientele of the other  Party,  any concept or design
              details or otherwise.

       (b)    Neither Party shall  without the written  permission of the other,
              disclose such confidential information to any third Party.


(8)    Warranties and Liability

       (a)    Where the Tirade Practices Act 1974 or other applicable laws Imply
              conditions  or  warranties or give other rights In respect of this
              Agreement,   Insource's   liability  for  any  breach  of  such  a
              condition,  warranty  or  right  will  (but  only  to  the  extent
              permitted by law) be limited:

              (I)    in the case of goods supplied to the  replacement or repair
                     of the goods or the supply of equivalent goods, the payment
                     of the  cost of  repairing  or  replacing  the  goods or of
                     acquiring equivalent goods;

              (II)   In the case of services  supplied,  to the supplying of the
                     services  again or the  payment of the  reasonable  cost of
                     having the services supplied again.

              Except as set out above all  implied  conditions,  warranties  and
              rights are excluded from this Agreement.

       (b)    Insource will not be liable to the Client or any persons  claiming
              under it in contract,  tort or otherwise  for or in respect of any
              direct, indirect, or consequential loss, damage, expense or injury
              suffered  by the  Client or any  other  person  arising  out of or
              relating to Ns Agreement or any delay, non-performance or error in
              information  supplied to the Client by lnsource n connection  with
              this   Agreement  or  any  services   provided,   and  the  Client
              indemnifies  Insource in respect of any such claim including legal
              fees.

(9)    Termination

       (a)    Either  Party may  terminate  this  agreement  by giving the other
              Party thirty (30) days written notice, or the parties may mutually
              agree in writing m a shorter notice period

       (b)    This  agreement will  automatically  Germinate 9 the Client enters
              into an arrangement or composition with creditors,  an application
              is  made  for  the   appointment  of  a  Iiquidator,   controller,
              administrator,  official  manager  receiver and manager or similar
              officer,  an event  happens  which would allow a court to wind the
              Client up, the Client  ceases to car on  business  or is unable On
              debts or or an does not remedy the breach with  fourteen (14) days
              of  receiving  notlce  from  Insource to rectify the breach or the
              breach is Incapable of being remedied.

       (c)    In the event  Insource  provides a further  estimate  pursuant  to
              paragraph 3(b) above then on receipt of such further  estimate the
              client may elect to  immediately  terminate this Agreement and the
              Client will pay  Insource  all fees up to the date of  termination
              and the Client  acknowledges  that  Insource win not be liable for
              any  costs,   expenses,   liability  or  damages  associated  with
              Insource's failure to complete the services.

       (d)    If the Client objects to an increase in fees pursuant to paragraph
              3(b) then either Party may terminate  the  agreement  within Seven
              (7) days of the date of the notice of objection  without prejudice
              to  either  party's  right  to  compensation  for  breech  of this
              agreement by the other party.

(10)   Variations

       Variations to this  Agreement may only take place by the written  consent
       of both parties confirmed (n writing by letter facsimile of e-mail.

(11)   Assignments

       This  Agreement  Is personal to the Client and can not be assigned to any
       third party without the written  consent on Insource who may require as a
       condition  of such consent the  execution by the proposed  assignee of an
       agreement in similar terms to this agreement


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Insource Pty. Ltd.                                             Service Agreement
ABN 21 107 588 563


(12)   Miscellaneous

       (a)    If any term or provision or pat of this Agreement,  not being of a
              fundamental nature, win be held illegal or unenforceable, it is to
              that extent deemed omitted; the validity and enforceability of the
              remainder of this Agreement will not be affected.

       (b)    This  agreement  is governed by the laws of New South  Wales.  The
              parties hereby submit to the exclusive  jurisdiction of the courts
              of New South Wales.

SCHEDULES
---------

Schedule 1    (Date of Agreement)

              21st day of September 2004

Schedule 2    (Place of Agreement)

              Sydney, Australia

Schedule 3    (Client Details)
              Name:            Fit For Business (Australia) Pty. Ltd.
              ABN:             96 085 568 672
              Address:         10/27 Mayneview Street, Milton QLD 4064

              Contact Person:  Mark Poulsen
              Telephone:       (07) 3367 3355
              Facsimile:       (07) 3367 3252
              E-mail:          markp@fitforbusiness.com.au

Schedule 4    (Services)

              (a)    To develop 2 partly-integrated customer management systems,
                     combining online and standalone features,  to allow Fit For
                     Business  Pty  Ltd  and  its  employees,   representatives,
                     consultants,  and  licensees  to  record,  track and report
                     relevant customer  information as initially outlined In the
                     System Scope proposal document dated 26 November 2003.

              (b)    Upon  completion  of the  systems  and receipt of the final
                     payment  to  Insource  Pty Ltd,  the  client  Is  granted a
                     royalty-free   unrestricted   licence  for  the   developed
                     software  applications  described  In this  schedule.  This
                     licence  provides  the client all rights as to the  further
                     distribution, sale and alteration or further development of
                     the  systems.  The source code for the systems  remains the
                     property of Insource Pty Ltd,

              (c)    The 2 systems are defined as follows:

                     (i)    a  Customer  Service   Representative  (CSR)  system
                            [Standalone]
                     (ii)   an Administration system [Online]
                     (iii)  a reporting  module for each system  described above
                            will also be Included as part of that system.

Schedule 5    (Payments)

              A deposit as  indicated  in Schedule  7(a) upon  execution of this
              agreement and then weekly  payments as indicated In Schedule 7(c),
              in  advance  beginning  on  the  project  development  start  date
              Indicated In Schedule 9(b). The weekly  payments being  calculated
              as equal  proportion  payments  of the total  estimated  cost as a
              percentage of the total  estimated  time required less the Deposit
              paid.

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Insource Pty. Ltd.                                             Service Agreement
ABN 21 107 588 563


Schedule 6    (Time Estimate)

              The 2 systems shall require the following development time:

                     (i)    CSR System - 5 Weeks
                     (ii)   Administrator System - 6 Weeks
                     (iii)  Reporting Modules - 3 Weeks





Schedule 7    (Cost Estimate)

              (a)    Deposit: A$5000,00

              (b)    Estimated module development costs,

                     (i)    CSR System - A$16500.00
                     (ii)   Administrator System - A$15000.00
                     (iii)  CSR System Reporting Module - A$4000.00
                     (v)    Administration System Reporting Module - A$8000.00

              (c)    Weekly payment amount:

                     ($43000.00 - $5000.00) / 14 = $2750.00

Schedule 8    (Agreed Expenses)

              (a)    Travel  and   Accommodation   as  required  for   meetings,
                     Installations, training.

              (b)    Applicable Mail and Courier Fees.

              (c)    Applicable Telephone and Facsimile Charges.

Schedule 9    (Timeline)

              (a)    Key Client Dates:  1 October, 2004   Final client project
                                                          requirements due to
                                                          Insource.

                                        3 October, 2004   Final project
                                                          development breakdown
                                                          and scheduled provided
                                                          to the client.

                     Further key  development  dates to be agreed upon following
                     further discussions between Insource and the Client.

                     Dates to include deadlines for all deliverables by Insource
                     and equivalent sign-offs by the Client.

              (b)    Development Start; 22 October, 2004

              (c)    Development End:   15 December, 2004

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Insource Pty. Ltd.                                             Service Agreement
ABN 21 107 588 563


EXECUTED as an Agreement:


THE COMMON SEAL of Insource Pty. Ltd.                )
(A.C.N. 107 588 563) Is affixed in accordance with   )
its Constitution in the presence of:                 )


_____________________________________        Signature of authorised person:




                                             Print Name of authorised person:
                                             EVAN A. IULAI7ZIS
                                             Office held:
                                             DIRECTOR






THE COMMON SEAL of Fit For Business                  )
(Australia) Pty. Ltd. (A.C.N. 085 568 672) is        )
affixed In accordance with its Constitution In the   )
presence of:


/s/ Mark Poulsen                             Signature of authorised person:
-------------------------------------
                                             Mark Poulsen
                                             Print Name of authorised person:

                                             Office held: CEO