Contract

CONSULTING AGREEMENT AGREEMENT, entered into as of the day of March, 2006, but effective asof April 1, 2005 by and between INTEGRATED MANAGEMENT INFORMATION, INC.(“IMI”),a Colorado corporation, and J.W. ROTH (“Roth”). W I T N E S S E T H: WHEREAS, IMI is engaged in, the business of developing and marketing ofconsulting services and software for animal identification and tracing in thebeef cattle industry; WHEREAS, Roth has agreed to render valuable services (the “Services”)to IMI in connection with the development of IMI’s business and promotion of IMIto strategic investors; and WHEREAS, in order to compensate Roth for the Services, and asinducement for providing the Services, IMI desires to evidence it’s agreement topay certain fees to Roth as described herein. NOW, THEREFORE, for and in consideration of the foregoing and for themutual covenants and consideration described herein, the parties hereto agree asfollows: 1. Services. Roth shall assist IMI by promoting IMI in the market placeby introducing IMI to key analysts and strategic investors within each of IMI’smajor business sectors and performing such other investor relations services asmaybe reasonably necessary. 2. Consulting Fees. As consideration for Roth rendering the Services toIMI, IMI hereby agrees to pay to Roth, on the first day of each month, $5,000 incash (the “Cash Fee”). In addition to the foregoing, Roth shall be reimbursedfor all reasonable business expenses incurred in the performance of Services forIMI. 3. Term. This Agreement shall commence on April 1, 2005 and shall runfor a period ending twelve months following the month that the Company’sregistration statement becomes effective (the “Term”). Roth may terminate thisAgreement without cause at any time by giving thirty (30) days advance notice inwriting. 4. Representations of IMI. IMI represents to Roth that: (a) IMI is duly authorized to enter into this Agreement and to carryout the terms set out herein and that execution of this Agreement and carryingout of the terms hereof will not breach any provision of the articles ofincorporation or bylaws of the Company or any contracts to which the Company isa party. (b) The execution of this Agreement will create a valid and bindingobligation on the part of IMI enforceable in accordance with the terms hereof,except as may be limited by bankruptcy, insolvency, moratorium or similar laws. 5 Representations of Roth. Roth represents to IMI that: (a) Roth will not disclose to any third party any proprietaryinformation relating to the business of IMI which may come into Roth’spossession in the course of rendering Services without the prior written consentof IMI and will turn over to IMI all materials of any nature relating to IMI,its services or business upon termination of this Agreement. Roth acknowledgesthat in the course of performing Services he will come into possession ofinformation which is considered proprietary to IMI and Roth will use his bestefforts to maintain the confidentiality of such information. (b) The execution of this Agreement will create a valid and bindingobligation on the part of Roth enforceable in accordance with the terms hereof,except as may be limited by bankruptcy, insolvency, moratorium or similar laws. 6. IMI recognizes that Roth now renders or may in the future renderconsulting services to other clients which may or may not conduct business andactivities similar to IMI. Roth shall not be required to devote its full timeand attention to the performance of its duties under this agreement, but shalldevote only so much of its time and attention as shall be reasonably necessaryfor such purposes. 7. Roth acknowledges that it will gain knowledge of information ofsubstantial value to IMI regarding IMI’s business which is not generally knownand which gives IMI an advantage over competitors who do not know or use, suchinformation, including, but not limited to, know-how, trade secrets, techniques,designs sales and customer information and business and financial informationrelating to the business products services practices or techniques of IMI’splans for future products or developments (“Confidential Information”). Rothagrees to, at all times, regard and preserve such information as confidential.Roth further agrees that such Confidential Information will not be disclosed buyit to any person or entity without the prior consent of IMI. 8. Binding Effect. This Agreement shall inure to the benefit of and bebinding upon the parties hereto and their respective heirs, personalrepresentatives, successors and assigns. 9. Indemnities. IMI shall indemnify Roth and Roth shall indemnify IMIfrom any liability, loss, cost or damage arising as a result of the breach ofobligations of the indemnifying party under this Agreement. 10. Notices. All notices, requests, consents and other communicationshereunder shall be in writing and shall be mailed first class, registered, withpostage prepaid as follows: If IMI addressed to: Integrated Management Information, Inc. 601 4th Street Platte City, MO 64079 Attn: John Saunders If Roth addressed to: J.W. ROTH 15975 Winding Trail Road Colorado Springs, CO 80908 11. Costs and Expenses. Each party hereto shall responsible for its owncosts and expenses incurred in connection with the execution of this Agreement. 12. Governing Law. This Agreement shall be governed by and construed inaccordance with the laws of the State of Missouri. 13. Disputes. Any disputes arising among the parties with respect tothis Agreement shall be settled by arbitration in accordance with the rules thenin effect of the American Arbitration Association in Denver, Colorado. Theprevailing party in any such disputes shall be entitled to recover all of itsreasonable costs and attorneys fees incurred as a result of such dispute. IN WITNESS WHEREOF, the parties have caused this Agreement to beexecuted as of the day and the year first written above. INTEGRATED MANAGEMENT INFORMATION, INC. By: ————————— Title: ———————— ————————— J.W. ROTH