RTC Employee Training Agreement

Agreement between Lead Abatement Consulting & Training Systems , Inc., Seagull Environmental Management Company, Inc., MSK Ambiental, Inc. (SPONSORS) and

___________________________________________________________("Authorized Principle Trainer" (APT)).

WITNESSETH:

WHEREAS, SPONSORS have created, sought and obtained approval for various training courses; WHEREAS, SPONSORS and the APT have entered into an APT Agreement that prohibits the training of the APT's employees;

WHEREAS, APT desires to avail itself of the benefits of the courses for the purpose of training its employees pursuant to the terms and conditions set forth in this Agreement;

THEREFORE, the Ten ($10) Dollars and other good and valuable consideration, the mutual receipt of which is hereby acknowledged, the parties agree as follows:

1. Conditions

The APT may train their own employees and/or employees of close associates under the following conditions:

a. The APT must notify the SPONSORS of their intent to train their own employees at least ten days in advance of the training.

b. The APT must allow reasonable time for the SPONSORS to advertise the course to the public.

c. The APT will not cancel the course for lack of interest. The APT agrees to train even if only one student enrolls.

d. The APT agrees to pay to the SPONSORS the same amount per student for their employees as they do for the public students in similar courses.

e. The APT agrees that they may not train their own employees unless all of the terms and agreements of the Authorized Priciple Trainer Agreement are current and fulfilled.

2. Disputes

APT agrees to hold SPONSORS and the agents and employees of SPONSORS harmless from any damages, including attorney fees and including on appeal, which SPONSORS or its agents or employees might otherwise suffer by reason of any claims made against SPONSORS, its agents or employees, by APT or any third persons in connection with this Agreement or any of the training and other activities described in or reasonably incidental to this Agreement.

The parties agree that this Agreement has been drafted and executed in Fort Lauderdale, Broward County, Florida, and they further agree that any disputes between them shall be settled in the Courts, State or Federal, as appropriate, in Broward County, Florida.

APT agrees to pay all costs and reasonable attorney fees (including on appeal) that SPONSORS incur in connection with SPONSORS' enforcement of and attempts to enforce it's rights under or in connection with this agreement and otherwise against APT or others with whom APT has acted in violation of this agreement.

3. Termination of this Agreement

Either SPONSORS or APT may terminate this contract by giving not less than thirty (30) days notice, in writing, to the other party of their intention to terminate.

SPONSORS may terminate this Agreement without notice at anytime that there is a clear violation of this Agreement that could reasonably effect the approval status or reputation of the SPONSORS.

This contract is subject to immediate termination by the SPONSORS when the cancellation of approvals occurs of all of the APT's approved trainers.

UPON termination of this agreement, the APT and the SPONSORS agree to allow auditing of all training records including financial records by any party to this agreement or their authorized agents for a period of one year after any termination.

Both Parties to this agreement agree that termination by notice is not, in and of itself, cause for withholding a due payment for certification of students.

4. General Provisions

This is the entire Agreement between the parties. There are no other Agreements or understandings between them dated prior to this agreement. This Agreement cannot be modified without the prior written consent of both parties. The term of this Agreement is indefinite. This Agreement is binding not only upon the parties hereto, but also upon their respective heirs, successors, and assigns.

5. Notices under this Agreement

Notices under this Agreement shall be sent as follows:

To SPONSORS: Seagull Environmental Management Company, Inc. 900 NW. 5th Avenue Fort Lauderdale, Florida 33311 ATTN: Mark Knick

To APT:

_________________________________________________

_________________________________________________

_________________________________________________

ATTN: ___________________________________________

6. All individuals executing this Agreement warrant that they have the full and complete authority to execute this Agreement on behalf of the organization for which they are signing.

IN WITNESS WHEREOF, the parties have executed this Agreement, effective date:

X (date)_______________

BY:_____________________________________________SPONSORS

X APT:_____________________________________________Co. Name

X BY:_____________________________________________For APT (please sign and date)