Thank you for purchasing consulting services from Bellissimo Coffee Advisors. This Consulting Services Contract ("Contract") is between BELLISSIMO, INC., an Oregon corporation, herein referred to as "Bellissimo," and the undersigned, herein referred to as "Client."

RECITALS:

Bellissimo is in the business of providing consulting services for the specialty coffee industry.

Client is in the process of investigating the possibility of starting a coffee store, planning the operation of a coffee store, opening a store, remodeling or modifying a store, and desires to obtain the services of Bellissimo.

NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties incorporate the above Recitals by this reference and hereto agree as follows:

AGREEMENT:

SECTION 1. SCOPE OF WORK
Client engages Bellissimo to perform the services chosen via our website and agrees to pay for the services as designated on that Exhibit in accordance with this Contract.

SECTION 2. SCHEDULE
The consulting services will be performed on dates and at times reasonably convenient to both parties. Bellissimo's obligation to commence and complete its work is dependent upon Client's obligation to timely provide Bellissimo with necessary information. Consultant may provide the services by telephone, e-mail, writing, and in person and the parties acknowledge and agree that all services must be scheduled.

Bellissimo will devote such time and attention to the performance of Bellissimo's services under this Agreement as Bellissimo deems reasonable.

SECTION 3. ADDITIONAL SERVICES
Client may request services in addition to the services chosen. At the time of the request, the parties will agree on the scope of the requested service, and describe the service to be performed. Each of the parties will sign a written change order to this Agreement reflecting the cost and the scope of duties.

SECTION 4. TERMINATION
Client may terminate this Agreement by written notice within seven (7) days of the effective date of this Contract. Client will pay for any services rendered prior to the termination date. If the services rendered total less than the $1,200.00, Bellissimo will retain the $1,200.00 non-refundable deposit and return any payment in excess of that amount within seven (7) days of the notice of termination.

Bellissimo may terminate the Agreement upon thirty (30) days' written notice.

SECTION 5. INTELLECTUAL PROPERTY
The term "Intellectual Property" means all intellectual property owned or licensed by Bellissimo in which Bellissimo has a proprietary interest, including: trade names, registered and unregistered trademarks, service marks and applications, all registered and unregistered copyrights, all know how, trade secrets, confidential or proprietary information, business financial evaluations, project designs, interior designs, coffee/food equipment selection and sourcing lists, consumable product recommendations, menu layout and beverage pricing, consumable product recommendations for opening order, suggested small wares, café music sourcing, website development, branding an identity, technical information, data, process technology, plans, drawings and blueprints, and all rights and internet websites and internet domain names. Client acknowledges that Client will be receiving this Intellectual Property and that in the event that the Contract is terminated prior to completion, Client will return to Bellissimo all Intellectual Property for which it has not paid. This will be reflected in the invoice that is sent to Client at the time of termination. These items must be returned within ten (10) days of receipt of the invoice. Client further acknowledges and agrees that in the event of termination and the need to return Intellectual Property that Bellissimo and its agents have the right to inspect any stores which Client opened to confirm that the Intellectual Property for which payment has not been received is not being used by Client.

SECTION 6. NO LIMITATIONS OF REMEDIES
Any rights described herein shall not limit a party's right to pursue all legal remedies, which will survive the termination of this Agreement.

SECTION 7. RESPONSIBILITIES OF CLIENT
Client shall provide to Consultant information regarding its requirements for the scope of work outlined in this Agreement. Client will provide this information in sufficient time to allow Bellissimo to keep its scheduled commitments. Client shall designate in writing its authorized representative to make decisions and bind and obligate Client.

SECTION 8. LIMITS OF BELLISSIMO'S LIABILITY
Client understands that Bellissimo's recommendations are based upon the information, which Client provides to Bellissimo and a limited knowledge of Client's particular market and operation. Based upon its expertise and prior experience Bellissimo will provide general recommendations to Client, but Client acknowledges and understands that Client makes all decisions and has the right to accept or reject any of Bellissimo's recommendations.

Bellissimo does not represent or warrant that Client will be profitable or that any Intellectual Property will be the difference between success and failure of the business. Client recognizes that the success of the business is the product of many variables including, but not limited to: location, promotion, marketing, staffing, training, customer service, product quality, menu, demographics, business volume, cost control and business image.

Client hereby waives any claim and releases Bellissimo from any and all claims, costs, damage or expense in any manner arising out of Bellissimo's performance under this Agreement, whether the same is known or unknown, suspected or unsuspected, except for Bellissimo's failure to provide the services and/or products initialed on the attached Exhibit A. Client waives any claim for incidental or consequential damages.

SECTION 9. PROFESSIONAL ADVICE
Bellissimo recommends, and Client understands that Client should seek the advice and counseling of other professionals including, but not limited to, attorneys, bankers, accountants, real estate brokers, and other consultants before making financial or significant legally binding decisions, including without limitations signing leases, contracts, loan documents, equipment purchases, and material and supply purchases.

SECTION 10. GOVERNING LAW
Any action shall be brought in either the federal or state court in Multnomah County, Oregon and no other place.

SECTION 11. ATTORNEY FEES
If any arbitration or litigation is instituted to interpret, enforce, or rescind this Agreement, including but not limited to any proceeding brought under the United States Bankruptcy Code, the prevailing party on a claim will be entitled to recover with respect to the claim, in addition to any other relief awarded, the prevailing party's reasonable attorney's fees and other fees, costs, and expenses of every kind, including but not limited to the costs and disbursements specified in ORCP 68 A(2), incurred in connection with the arbitration, the litigation, any appeal or petition for review, the collection of any award, or the enforcement of any order, as determined by the arbitrator or court.

SECTION 12. DISPARAGEMENT
"The parties desire that this contract be mutually beneficial. The parties further acknowledge and agree that business reputations are fragile and that it is important to maintain the business reputation of each party. For that reason, and others, the parties agree not to disparage orally, electronically, or in print, the other party. The parties agree to limit any disputes to attempts to settle and resolve the same maintaining appropriate decorum and to resolve all disputes as provided in this contract through the legal process if necessary."