DEVELOPMENT and MANUFACTURING AGREEMENT

This  Agreement is made and entered into this 15th day of August,  2007,  by and
between Startale Group Inc., a Nevada  corporation,  having its principal office
at 4320 Winfield Road,  Suite 200 Warrenville,  Illinois 60555  ("Startale") and
AKA, a  Ukraine-Turkey  joint-venture,  having its principal office at Kanatnaya
Street 43-2, Odessa, Ukraine 65012 ("AKA").

         WHEREAS, Startale manufactures,  or causes to have manufactured certain
products  as  defined  in  Exhibit A and  incorporated  into this  Agreement  by
attachment (hereinafter referred to as The Products); and,

         WHEREAS,  AKA has  experience in the design,  production,  manufacture,
packaging  and  delivery of products  and/or the use of similar  products to The
Products; and,

         WHEREAS,  AKA desires to obtain and Startale  wishes to grant rights to
design, manufacture and supply The Products.

         NOW,  THEREFORE,  in  consideration  of the  promises  and  the  mutual
covenants contained herein, the Parties hereto agree as follows:

1.   DEFINITIONS
         For purposes of this  Agreement,  the following words and phrases shall
have the following  meanings.

1.1 "AGREEMENT"  shall mean this  Development and Manufacturing Agreement, as
amended from time to time.

1.2 "DELIVERY DATE" shall mean a date for which delivery of Product is requested
in a Purchase Order.

1.3 "PARTY" shall mean either Startale or AKA; "PARTIES" shall mean Startale and
AKA.

1.4 "PRODUCT" shall mean the Products as defined in Exhibit A.

1.5 "PURCHASE  ORDER" shall mean a firm order for Product  submitted by Startale
to AKA.

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2. DESIGN AND PRODUCTION - Clothing items

Subject to all terms and  conditions set forth herein,  Startale  hereby engages
AKA to design,  create patterns and manufacture  Startale Products  according to
the following schedule:

     a) Design stage - Phase I

     AKA will meet and lay out Startale's goals and design ideas for the line of
     apparel.  After the initial  discussion,  AKA will create a project  design
     document,  which shall be set forth in reasonable and customary detail, and
     shall  include  in  such  plans  commercially  reasonable  descriptions  of
     intended project goals and major design considerations.  The project design
     document shall be submitted no later than September 30, 2007. Startale will
     review and sign-off on the project outline.

     b) Design stage - Phase II

     After  initial  sign-off on mutually  agreed upon project  goals,  AKA will
     submit initial  drawings and fabric  samples to Startale,  no later than 60
     days after signing date of the project outline. Startale reserves the right
     to  reject  original  design  and  fabric  samples.  AKA shall use its best
     efforts to satisfy Startale demands for their designs.  Startale shall take
     possession of ownership and copyright to any and all designs,  patterns and
     ideas submitted to it by AKA.

     c) Pre-production stage

     Startale  agrees to approve  designs or submit their comments about changes
     within 5 business  days of receipt of revisions  from AKA. Upon sign-off on
     the design  from  Startale,  AKA will  proceed to develop  the  pattern and
     manufacture  first samples for  submission  to Startale.  The first samples
     shall be  submitted  to  Startale  no later than 60 days after  sign-off on
     design.

     d) Production stage

     Upon receipt and final approval of samples submitted to Startale, AKA shall
     provide a quote for  production  and  packaging of the  Products.  Startale
     shall  reserve  the right to reject  any  quotes and shall not be under any
     obligation to continue further production.

3. CONSIDERATION

Startale shall pay a total of $3,000 (three thousand dollars) for the design and
pre-production  stage  of the  production  process  according  to the  following
schedule:

      i)  $1,000 (one thousand dollars) upon signing of this Agreement;
     ii)  $2,000 (two thousand dollars) upon final delivery of first samples.

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4. PACKAGING AND DELIVERY OF PRODUCT

Startale agrees to source and oversee the design and production of packaging for
the Products.  Startale  agrees to oversee  timely  delivery of the packaging to
AKA's  production  facility.  Startale  shall  be  financially  responsible  for
production and delivery of the Product  packaging to AKA's production  facility.

AKA agrees to accept the  deliveries of the Product  packaging at its production
facility.  AKA agrees to provide packaging services to Startale after the sewing
of the Products has been completed.  AKA confirms that at the time of signing of
this Agreement, they possess all the equipment and expertise necessary to create
the compact garment packaging Startale requires.

5. QUALITY ASSURANCE/INSURANCE

         5.1 QUALITY CONTROL. AKA agrees to keep Startale reasonably informed on
Product  quality  control  and any other  issues  concerning  the Product or the
manufacture  thereof. The parties agree to discuss in good faith the appropriate
course of  action  with  respect  to any such  issues.  AKA  agrees to  maintain
reasonable  product quality control procedures and present them to Startale upon
request.  In case of  product  defects,  AKA  agrees  to issue a refund  for the
defective  products to Startale if the quantity of defective products exceeds 4%
per lot.

         5.2  INSURANCE.  AKA agrees to  maintain,  throughout  the term of this
Agreement for so long as it is commercially  reasonable,  comprehensive  general
liability insurance with a minimum $2,000,000 USD aggregate,  $1,000,000 USD per
occurrence  with a broad form vendor's  endorsement in favor of Startale  Group,
Inc. and its affiliates and their respective officers, directors,  employees and
agents.  Startale agrees to maintain,  throughout the term of this Agreement for
so long as it is commercially  reasonable,  comprehensive  commercial  liability
insurance  with a  minimum  of  $5,000,000  USD  aggregate,  $2,000,000  USD per
occurrence.

6. TERMINATION OR CANCELLATION
The term of this  agreement  shall be for an initial period of one (1) year from
its Effective  Date as the date appears on the first page, and in the event that
Startale  faithfully performs its entire obligation required hereby. At any time
during the initial  term or any  extended  term of this  Agreement  either party
shall have termination  right except for the reason as stated in Section 6.1

6.1 Termination  by Startale.  Startale may, upon ten (10) days prior written
notice to AKA, terminate this Agreement if:

6.1.1 AKA fails to perform any material provision of this  Agreement for  thirty
(30) days after  written  notice of such failure has been  provided  by Startale
to AKA and fails to cure such  failure within such thirty (30) day period; or

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 6.1.2 Any receiver of any property of AKA shall have been appointed;  AKA shall
have made an assignment for the benefit of creditors; AKA  shall have  made  any
assignment or have had a  receiving  order made against it under the  applicable
bankruptcy laws; AKA shall have become bankrupt or insolvent;AKA shall have made
application for relief under the provisions of any statute now or  hereafter  in
force  concerning  bankrupt  or  insolvent  debtors;  or  any  action  whatever,
legislative or otherwise,  shall have been taken with a view to the winding  up,
dissolution or  liquidation of AKA.

6.2 Termination by AKA.  AKA  may, by  ten (10) days  prior  written  Notice  to
Startale, terminate this Agreement if Startale fails to:

6.2.1 Perform any material provision of this Agreement for thirty (30)days after
written  notice of such failure has been provided by AKA to  Startale;  or

6.3 Any receiver of any property of Startale shall have been appointed; Startale
shall have made an assignment for the benefit of  creditors; Startale shall have
made any assignment or have had a receiving order  made  against  it  under  the
applicable bankruptcy laws; Startale shall have become  bankrupt  or  insolvent;
Startale shall have made application for  relief  under the  provisions  of  any
statute now or hereafter in force concerning bankrupt or insolvent  debtors;  or
any actions whatever,legislative or otherwise, shall have been taken with a view
to the winding up, dissolution or liquidation of Startale.

6.4 Continuing Obligations

6.4.1 In the event of the termination  of  this Agreement for  any  reason,  all
rights and interest granted to AKA by Startale under the terms of this Agreement
shall immediately revert to Startale and AKA shall within thirty (30) days after
said termination  return to Startale,  at AKA's expense,  all written  documents
of Startale of whatever kind including  drawings and  copies of  any  kind  made
thereof by anybody, relating to the  Products  or the sale thereof.  AKA  agrees
that, in the event of such termination  it will  immediately  discontinue and no
longer use in any manner whatsoever any of Startale's documents or  Confidential
Information received hereunder relating to the Products and that it will
immediately discontinue the use of the Trade Marks of Startale.

6.4.2 In the event of the termination of this Agreement, all rights and interest
granted to AKA by Startale under the terms of this Agreement  shall  immediately
revert to Startale.

6.5 Survival of Provisions.       The following  provisions  shall  survive  the
termination  of  this Agreement for  whatever  reasons:  Sections 1, 6, 7, 8, 9,
12, 13, 14, 15, 16 and 17.

7. CONFIDENTIALITY

Each Party agrees, both during the term of this  Agreement  and  for a period of
five (5) years thereafter,to hold all information given to it by the other Party
that  is   identified  as   confidential  (the "Confidential Information"),  in
confidence, and not to make the Confidential Information available in  any  form
to any third Party or to use the Confidential Information for any purpose  other
than the purposes described in this Agreement. Each Party

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agrees to take all reasonable steps to ensure that  Confidential  Information is
not  disclosed or  distributed  by its  employees or agents in violation of this
Agreement,  including limiting disclosure to employees or other persons who have
a need to know and who have signed appropriate  Confidentiality Agreements. This
restriction  on disclosure  shall not apply to the extent that any  Confidential
Information  (a) is or  becomes a part of the  public  domain  through no act or
omission  of the  receiving  Party;  (b)  was in the  receiving  Party's  lawful
possession  prior to the  disclosure  and had not been obtained by the receiving
Party from the disclosing Party as evidenced by written records; (c) is lawfully
disclosed  to the  receiving  Party  by a third  Party  without  restriction  on
disclosure;  (d) is independently  developed by the receiving Party by personnel
not  having  access to the  Confidential  Information  as  evidenced  by written
records; or (e) is required by a court order, law or government regulation to be
disclosed,  provided  the  receiving  Party gives prompt  written  notice to the
disclosing  Party  of  such  requirement  and  reasonably  cooperates  with  the
disclosing Party in protecting the confidentiality of such information.

8. DISPUTE RESOLUTION

 If one of the Parties  hereto  declares that a dispute  between the Parties has
arisen related to or arising out of this  Agreement,  such dispute shall, in the
first  instance,  be the subject of a meeting between the Parties to negotiate a
resolution of such dispute.  The meeting shall be attended by  individuals  from
each Party who have  decision  making  authority  with  respect to the matter in
question. Should the negotiations not lead to a settlement of the dispute within
fifteen  (15)  days of the date of the  meeting,  the  Parties  shall  refer the
dispute to a mutually agreeable mediation service to resolve the dispute. If the
mediation  does not lead to a settlement of the dispute within  twenty-one  (21)
days of the date of that  meeting,  then the Parties  shall  submit the issue to
arbitration  before a panel  of  arbitrators  under  the  rules of the  American
Arbitration  Association,  or rules mutually agreeable to the Parties. The panel
of  arbitrators  shall consist of three  Parties:  one selected by each Party as
well as a disinterested  third Party that the two  arbitrators  shall name, such
third  arbitrator  having  experience in the business of animal health products.
The arbitrators  shall be given full power to decide the location of the hearing
and to hear and  finally  determine  and  dispose of all  disputes  between  the
Parties that may arise from or that are related to this  Agreement and will make
their  ruling in writing no later than thirty (30) days after the  hearing.  The
decision and/or award rendered by the arbitrators shall be final and binding. No
Party has the right to appeal the ruling, to any court or otherwise.  Each Party
shall pay its own attorney  fees and all fees and expenses  payable with respect
to the mediation and arbitration proceeding,  including reasonable attorney fees
and expert witness fees.  Arbitration  association  fees shall be shared by both
Parties.

9. INDEMNIFICATION

9.1 Startale agrees,  during and after the term of this Agreement,  to indemnify
and to hold AKA harmless  from and against any and all loss,  damage,  liability
and costs and expenses  (including  reasonable  attorney's fees and expenses) in
connection therewith incurred by AKA as a result of any breach of this Agreement
by, or any act of omission or commission on the part of,  Startale or any of its

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agents, servants or employees,  from all claims, damages, suits or rights of any
persons,  firms or  corporations  arising from the  operation of the business of
Startale.

9.2 AKA agrees, during and after the term of this Agreement, to indemnify and to
hold  Startale  harmless from and  against  any and all loss, damage,  liability
and costs and expenses (including  reasonable attorneys' fees and  expenses)  in
connection  therewith incurred by Startale as a result of  any  breach  of  this
Agreement by, or any act of omission or commission on the part of, AKA or any of
its agents, servants or employees, from all claims, damages, suits or  right  of
any persons, firms or corporations arising from the operation of the business of
AKA.

10. FORCE MAJEURE

AKA and Startale  shall not be liable for delays or failure to fulfill the terms
of this Agreement due to causes beyond their reasonable control. Such causes may
include,  but  are not  restricted  to Acts  of  God,  fires,  floods,  strikes,
accidents,  riot,  war,  government  interference,   rationing  allocations  and
embargoes.  In the event of a delay,  the date or dates for  performance of this
Agreement  shall be  extended  for a period  equal to the time lost by reason of
delay,  provided that either party who is not affected by any of such causes may
terminate  the  Agreement  immediately  upon  written  notice to the other party
should any of such causes last over 60 days.

11. GENERAL CONDITIONS

11.1 No amendment, change or revision, or discharge of this agreement shall have
any Force or effect  unless set forth in writing  and signed by duly  authorized
representatives of both parties.

11.2 ILLEGAL PAYMENTS; AKA certifies,  and will certify each year, that AKA does
not make  payments  which are illegal in the USA or in the country in which such
payments  are made in  connection  with the  political  contributions  which are
illegal in the USA or in the country in which such  contributions  are made,  to
any Government,  Government official,  political party, political candidate,  or
other political organization.

12. COMPLETE AGREEMENT

This Agreement,  including all  attachments,  constitutes  the entire  agreement
between the parties with respect to the subject  matter  hereof,  and supersedes
all previous  communications,  representation,  understanding,  and  agreements,
either oral or written  between the  parties or any  official or  representative
thereof.  This Agreement shall be modified only by the instrument in writing and
signed by duly authorized representatives of both parties.

13. NOTICES

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13.1 All  notifications,  reports,  requests for  changes,  or additions to this
Agreement shall be in writing and addressed as follows:

       STARTALE:      4320 Winfield Road, Suite 200
                      Warrenville, Illinois 60555

            AKA:      Kanatnaya Street 43-2,
                      Odessa, Ukraine 65012

13.2  Addresses  may be  modified at any time by written  notification  from one
party to the other party. Any such notice or other communication shall be deemed
given and  effective  when  delivered  personally or by e-mail or three (3) days
after the  postmark  date if mailed by  certified or  registered  mail,  postage
prepaid, return receipt requested, addressed to a party as stated above.

14. SEVERABILITY

If any  provision  herein shall be held to be invalid or  unenforceable  for any
reason,   such   provision   shall,   to  the  extent  of  such   invalidity  or
unenforceability,  be severed, but without in any way affecting the remainder of
such  provisions or any other  provision  contained  herein,  all of which shall
continue in full force and effect.

15. ASSIGNMENT

The delegation or assignment by either party hereto of any or all of its duties,
obligations or rights hereunder,  without the prior written consent of the other
party hereto, shall be void.

16. GOVERNING LAW

This  Agreement and all disputes and suits related  thereto shall be governed by
and construed and interpreted in accordance with the laws of the State of Nevada
without regard to any conflicts of law rules.

17. NO WAIVER

No delay or failure by either party to exercise or enforce at any time any right
or provision of this  Agreement  shall be considered a waiver thereof or of such
party's  right  thereafter  to  exercise  or  enforce  each and every  right and
provision of this Agreement.  A waiver to be valid shall be in writing, but need
not be supported by consideration.

18. MISCELLANEOUS

18.1  Unless  otherwise  specified  herein,  all  payments  required  to be made
hereunder  shall be made in  United  States  funds.

18.2  Time shall be of the essence of this Agreement and of each and every  part
hereof.

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IN WITNESS  WHEREOF the parties hereto have caused this Agreement to be executed
by their duly authorized representatives as of the date first above written.


AKA                                                 STARTALE GROUP, INC.



By: /s/Diana Nechaeva                               By: /s/Anatoli Nem
------------------------                            ---------------------------
DIANA NECHAEVA, Director                            ANATOLI NEM, President



Date: August 15, 2007                               Date: August 15, 2007



        C/S                                               C/S