ex108.htm


     

    EXHIBIT
10.8

    Agreement with
Boeing for Services

     

     

    
      
        	
                
                  (ftmOWJiMff*         SHARED
      SERVICES GROUP --PUGET SOUND &*—Supplier Management
      & Procurement

                

              
	
                
                  This
      order (contract) is Buyer's offer to Seller, and acceptance is limited to
      its provisions without addition, deletion, or other modification. This
      order is subject to the
following:

                

              


      

      


      
        	
                
                  Agreement
      Number

                   

                

                 

              	
                
                  22920

                   

                

                 

              
	
                
                  Contract
      date

                   

                

                 

              	
                
                  September
      5, 2007

                   

                

                 

              
	
                
                  Buyer

                   

                

                 

              	
                
                  Shared
      Services Group PO Box 3707     M/S 6X-AA Seattle
      WA 98124-2207

                   

                

                 

              
	
                
                  Buyer
      representative

                   

                

                 

              	
                
                  Nancy
      Terrell Phone: (206) 697-0464 Fax: (206)760-5561 E-mail:
      Nancy.L.Terrell@boeing.com

                   

                

                 

              
	
                
                  Supplier

                   

                

                 

              	
                
                  LabWire
      14133 Memorial Drive Houston, TX 77079 281.597.1611

                   

                

                 

              
	
                
                  Seller
      representative

                   

                

                 

              	
                
                  Charles
      Munson

                   

                

                
                   Client
      Services

                   

                

                
                  charlesm@labwire.com

                   

                

                 

              	
                
                  Dexter
      Morris Vice President,

                   

                

                
                  Chairman
      CEO

                   

                

                
                  dexter@labwire.com

                   

                

                 

              
	
                
                  Contract
      Term

                   

                

                 

              	
                
                  September
      5, 2007 - September 30, 2009

                   

                

                 

              
	
                
                  Contract
      Reference SOW and fee schedule

                   

                

                 

              	
                
                  Reference
      for SOW and pricing fee schedule Attachment A to agreement 22920 SOW doc
      dated 8/20/07

                   

                

                
                  Attachment
      B to agreement 22920 LabWire - Boeing TPA Pricing.xls dated
      8/24/07

                   

                

                 

              
	
                
                  Terms
      and conditions

                   

                

                 

              	
                
                  Boeing
      General Provisions (2) Terms and Conditions dated 8/27/2007

                   

                

                
                  Boeing
      Shared Services Group Supplement for the Security of Personal Data dated
      8/29/2007

                   

                

                 

              
	
                
                  Payment
      terms

                   

                

                 

              	
                
                  Net
      30

                   

                

                 

              
	
                
                  Exostar/SSPN
      Purchase contract

                   

                

                 

              	
                
                  LabWire
      and Boeing will pursue the use of the Shared Services Procurement Payables
      Network (SSPN) for the issuance of the final Boeing Purchase contract
      which will supersede this agreement and subsequent invoice
      payments.

                   

                

                
                  This
      contract will act as an interim agreement until all registration
      requirements are complete and an electronic Purchase Contract can be
      issued.

                   

                

                 

              
	
                
                  Security
      Audit and Compliance

                   

                

                 

              	
                
                  LabWire
      agrees to meet with Boeing Computing Security for audit and requirements
      review; and will immediately respond to any discrepancies or deficiencies
      to comply with Boeing Security Standards.

                   

                

                 

              
	
                
                  Contract
      notes

                   

                

                 

              	
                
                  A
      written acknowledgement of this purchase order is required to be returned
      to the buyer no later than fifteen (15) days after receipt of
      order

                   

                

                 

              


      

      
         

         

        NSC-PS
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        Page 1 of
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        9/24/2007

         

         

         

        
          
             

          

          
             

            
              

            

          

          
             

          

        

      

      


      
         

        Payment
method

      

      
        (The
Buyer representative will select the method.)

      

      
        MasterCard
Credit Card (Boeing Purchasing Card).

      

      
        Seller:   Please
mark each invoice "Paid by Credit Card" and mail the invoice directly to the
Buyer's employee who provided the credit card number.

      

      
        Boeing
issued check until Suppler has been enrolled in the Shared Services Procurement
Payables System (SSPN)

      

      


      
        Acknowledgment

      

      
        Seller
hereby accepts this contract or contract change, including the above referenced
terms and conditions.

      

      
        


      

      
        Date:
September 5, 2007

      

      
        Signature:
 //s//
Dexter Morris

      

      
        


      

      
        Invoice
Instructions

      

      
        Unless
otherwise indicated, invoices
for services or parts delivered/submitted on a "No PO" contract shall be mailed
directly to:

      

      
        Please
submit monthly invoices directly to:

      

      
        Please
send all invoices to: Sara Smith

      

      
        The
Boeing Company

      

      
        PO Box
3707 M/C1F-85

      

      
        Seattle,
Wa 98124-2207

      

      
        


      

      
        All
invoices must reflect the following information:

         

      

      
        	
                A.

                 

              	
                The
      word "invoice" must appear clearly on the document (statements are not
      acceptable).

                 

              
	
                B.

                 

              	
                Unique
      invoice number.

                 

              
	
                C.

                 

              	
                Invoice
      date.

                 

              
	
                D.

                 

              	
                Supplier
      name & Remit To Address must be provided.

                 

              
	
                E.

                 

              	
                Supplier
      EIN

                 

              
	
                F.

                 

              	
                Invoice
      amount in U.S. Dollars.

                 

              
	
                G.

                 

              	
                Invoice
      item pricing and extension, net of discounts, which includes Federal
      Excise Tax or Property Tax, as applicable.

                 

              
	
                H.

                 

              	
                Tax
      amounts identified to State.

                 

              
	
                I.

                 

              	
                Invoice
      total must appear on all invoices and the invoice must be added
      correctly.

                 

              


      

      
        


      

      
        


      

      
        


      

      
        


      

      
        


      

      
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