wattersemploymentagreement




                              EMPLOYMENT AGREEMENT


THIS EMPLOYMENT AGREEMENT (this "Agreement") is hereby made and entered into as
of the 1st day of September 2000, by and between LabelClick.com Inc., a Florida
Corporation. The ("Employer"), and Stephen M. Watters, a resident of Pinellas
Park, Florida (the "Employee")

                                   WITNESSETH:


1.      Employment. The Employer hereby employs the Employee and the Employee
        hereby accepts such employment, upon the terms and subject to the
        conditions set forth in this Agreement.

2.      Term. The term of the employment under this Agreement shall be for a 3-year
        period beginning as of September 1, 2000 and terminating on September 1,
        2003, unless such employment is otherwise terminated as provided in
        paragraphs 8 and 9 of this Agreement.

3.      Compensation; Reimbursement, Etc.

        a. The basic compensation to the Employee shall be payable bi-monthly based
           upon a calendar-year annual base salary of $150,000 (the "Annual Base
           Salary"). Such salary shall be subject to an annual performance review but
           any adjustment shall not result in an annual salary less than the Annual
           Base Salary. Employee shall also be reimbursed for all reasonable expenses
           incurred on behalf of Employer. All compensation due to the Employee under
           this agreement will accrue until such time as the Corporation has
           sufficient funds.
        b. The Employee shall be entitled to such other benefits as the Board of
           Directors and/or any compensation and stock option committee of the Board
           of Directors may from time to time provide to him.

4.      Duties. The Employee is engaged as the Chief Executive Officer and the
        Treasurer of the Employer, and he shall have such duties consistent with
        such office as may form time to time be reasonably assigned to him by the
        Board of Directors of the Employer and provided for in the bylaws of the
        Employer. Employee's office shall be located at the Employer's facilities
        in Largo, Florida.

5.      Extent of Services. During the term of his employment under this Agreement,
        the Employee shall devote such time and efforts to the business of the
        Employer, as may be reasonably necessary in the normal course of business.

6.      Vacation and Days Off.

        a. The employee shall be entitled to such vacation time during each fiscal
           year of the Employer as he may qualify for, in accordance with any vacation
           policy from time to time established by the Employer's Board of Directors.
           Notwithstanding the foregoing, the Employee shall be entitled to an annual
           vacation period of not less than four weeks, during which time his
           compensation shall be paid in full.
        b. The Executive shall be reimbursed by the Company for all reasonable and
           customary travel, entertainment, and other business expenses incurred by
           the Executive in the performance of the Executive's duties hereunder in
           accordance with the Company's standard policy regarding expense
           verification practices. The Executive shall be eligible to participate in
           such pension, life insurance, health insurance, disability insurance and
           other employee benefits plans, if any, which the Company may from time to
           time make available to its executive officers generally.


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7.      Disability, Illness and Incapacity.

        a. During the term of this Agreement, for any period of disability, illness or
           incapacity which renders the Employee at least temporarily unable to
           perform the services required under this Agreement, the Employee shall
           receive his full compensation as set forth in paragraph 3 of this
           Agreement, provided however, if the Employee's disability, illness or
           incapacity extends beyond a period of ninety (90) consecutive days, the
           Employee shall not be entitled after the expiration of such ninety (90) day
           period, to any further compensation under paragraph 3(a) until he returns
           to full-time service hereunder, but he shall be entitled only to such
           disability payments as may be provided by any disability insurance policy
           or policies, purchased by the Employer.
        b. Successive periods of disability, illness or incapacity will be considered
           separate periods unless the later period of disability, illness or
           incapacity is due to the same or related cause.
        c. If and when the period of disability, illness or incapacity of the Employee
           totals 90 days, his employment with the Employer shall terminate.
           Notwithstanding the foregoing, if the Employee and the Employer agree, the
           Employee may thereafter be employed by the Employer upon such terms as may
           be mutually agreeable.
        d. Any dispute regarding the existence, extent or continuance of the
           disability, illness or incapacity shall be resolved by the determination of
           a majority of three competent doctors who are not employees of the
           Employer, one of which shall be selected by the Employer, one of which
           shall be selected by the Employee and a third selected by the other two
           doctors. The doctors' fees and other charges associated with such
           determination shall be paid by the Employer.

8.      Death.

        a. All rights of the Employee hereunder shall terminate upon his death, except
           that the Employer shall pay to the estate of the Employee such compensation
           and other amounts as would otherwise have been payable to the Employee
           through the end of the month in which his death occurs. The Employer shall
           have no additional financial obligation under this Agreement to the
           Employee or his estate.

9.      Other Terminations.

        a. The Employer may terminate the employment of the Employee hereunder without
           notice for any of the following reasons:

                i.  Employee's failure to promptly and adequately perform the duties assigned
                    to him by the Employer pursuant to paragraph 4 above, including but not
                    limited to failure to follow the reasonable direction of the Board of
                    Directors of the Employer, or of any supervisors or superiors of Employee;
                ii. Employee's material breach of any provision of the Agreement; or
                iii.Other good cause (as defined below).


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        b. The term "good cause" as used in this Agreement shall include, but shall
           not necessarily be limited to, habitual absenteeism, a pattern of conduct
           which tends to hold the Employer up to ridicule in the community,
           conviction of a felony or any crime of moral turpitude, abuse of, or
           substantial dependence on, as reasonable determined by the Board of
           Directors of the Employer, any addictive substance, including but not
           limited to alcohol, amphetamines, barbiturates, methadone, cannabis,
           cocaine, PCP, THC, LSD or illegal or narcotic drugs. If any determination
           of abuse or substantial dependence by the Board of Directors is disputed by
           the Employee, the parties hereto agree to abide by the decision of a panel
           of three physicians who are not employees of the Employer, one of which
           shall be selected by the Employer, one of which shall be selected by the
           Employee and a third selected by the other two (2) doctors. The Employee
           agrees to make himself available for and submit to examinations by such
           physicians as may be directed by the Employer. Failure to submit to any
           such examination shall constitute a breach of a material part of this
           Agreement. The doctors' fees and other charges associated with such
           determination shall be shared equally by the Employer and the Employee.
        c. Employee may terminate this Agreement for "Good Reason" which shall result
           from (i) the Employee is requested to relocate to a facility more than 30
           miles from Largo, Florida, or (ii) the Employer's material breach of any of
           its obligations under this Agreement.
        d. If the Employee's employment with the Employer is terminated pursuant to
           paragraph 9(a), the Employer shall pay to the Employee any compensation
           earned but not paid to the employee prior to such termination. Such payment
           shall be in full and complete discharge of any and all liabilities or
           obligations of the Employer to the Employee hereunder, and the Employee
           shall be entitled to no further benefits under this Agreement, except as
           otherwise specifically provided in paragraph 3 of this Agreement. If the
           Employee's employment with Employer is terminated by Employer for a reason
           other than as set forth under paragraph 9(a) or by Employee pursuant to
           paragraph 9(c), Employer will compensate Employee as severance pay the
           monies due Employee for the remainder of the term of the Agreement. The
           severance will be payable in full at the Employee's current base salary at
           time of termination.

10.     Confidentiality. The Employee agrees to keep in strict secrecy and
        confidence any and all information the Employee assimilates or to which he
        has access during his employment by the Employer and which has not been
        publicly disclosed and is not a matter of common knowledge in the fields of
        work of the Employer. The Employee agrees that both during and after the
        term of his employment by the Employer, he will not, without prior written
        consent of the Employer, disclose any such confidential information to any
        third person, partnership, joint venture, company, Inc. or other
        organization.

11.     Waiver or Breach. The waiver by the Employer of a breach of any of the
        provisions of this Agreement by the Employee shall not be construed as a
        waiver of any subsequent breach by the Employee.

12.     Binding Effect; Assignment. The rights and obligations of the Employer
        under this Agreement shall inure to the benefit of and shall be binding
        upon the successors and assigns of the Employer. This Agreement is a
        personal employment contract and the Rights, obligations and interests of
        the Employee hereunder may not be sold, assigned transferred, pledged or
        hypothecated.

13.     Entire Agreement. This Agreement contains the entire agreement of the
        parties and supersedes all prior agreements and understandings, oral or
        written, with respect to the subject matter hereof. This Agreement may be

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        changed only by an agreement in writing signed by the party against whom
        any waiver, change, amendment, modification or discharge is sought.

14.     Headings. The headings contained in the Agreement are for reference
        purposes only and shall not affect the meaning or interpretation of this
        Agreement.

15.     Governing Law. This Agreement shall be construed and enforced in accordance
        with the laws of the State of Florida.

16.     Notices. Any notice required or permitted to be given under this Agreement
        shall be sufficient if in writing and if sent by facsimile, e-mail, or by
        certified or registered mail, first class, return receipt requested, to the
        parties at the following addresses:

              To the Employer:      LabelClick.com, Inc.
                                    12505 Starkey Drive, Suite A
                                    Largo, FL  33773
                                    Attention:  Jaime Rios, President
                                    Facsimile NO.: (727) 531-1280
                                    Email:  JRIOS@LABELCLICK.COM

              With a copy to:       Shumaker, Loop & Kendrick, LLP.
                                    Barnett Plaza, Ste. 2800
                                    Tampa, FL  33762
                                    Attn:  Julio Esquivel, Esq.
                                    Facsimile No.:  (813) 229-1660

              To the Employee:      Stephen M. Watters
                                    7070 Bayou West Place
                                    Pinellas Park, FL  33782
                                    Facsimile No.:  (813) 926-9976
                                    E-mail:  STEVE@LABELCLICK.COM



                             (Signatures to follow)


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IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement this _____
day of September 2000.


                                    EMPLOYER:

                                    LABELCLICK.COM, INC.


                                    By: /s/ Jaime Rios
                                       Jaime Rios, President

                                    EMPLOYEE:


                                    /s/ Stephen M. Watters
                                    Stephen M. Watters


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