WHEREAS, Kings Grant has expended considerable time and effort in the creation and development of a unique system for pickup and delivery of dry cleaning and laundry;

WHEREAS, Kings Grant has innovated and developed unique methods for the marketing, administration, quality control and distribution of dry cleaning and laundry pickup and delivery services;

WHEREAS, Kings Grant desires to contract the right to develop and service its customers by means of licensing independent licensees in various states throughout the United States and Canada;

WHEREAS, Kings Grant has developed and established unique standards and policies applicable to authorized processors when dry cleaning or laundering the garments of Kings Grant customers brought to such processors by Kings Grant licensees;

WHEREAS, Kings Grant through Licensee can arrange the availability of adequate production capacity for suitable dry cleaning and laundering of the items picked up by Kings Grant licensees;

WHEREAS, Licensee acknowledges that Kings Grant specifications, policies and methods provide a substantial foundation for Kings Grant's unique dry cleaning and laundry pickup and delivery system;

WHEREAS, Licensee desires to obtain the benefits of Kings Grant's unique system for dry cleaning and laundry pickup and delivery service;

WHEREAS, Licensee desires to acquire certain rights to develop and service Kings Grant customers, conducting operation of its license under the name "Kings Grant Dry Cleaning and Laundry";

WHEREAS, Kings Grant desires to grant licensee a license to do business as an independent contractor operating its Kings Grant license under the terms and conditions hereinafter set forth;

NOW THEREFORE, in consideration of the recitals set forth above, and the promises and the mutual covenants set forth herein and intending to be legally bound hereby, the parties hereto agree as follows:

1. GRANT OF LICENSE

(a) Upon the terms and subject to the conditions of this Agreement, and in consideration of the payments made and to be made by Licensee, as specified in this Agreement, Kings Grant hereby grants to Licensee, and Licensee hereby accepts:

(1) A license to operate a Kings Grant Dry Cleaning & Laundry license, and

(2) A nonexclusive license to use Kings Grant's licensed marks in the operation of the licensed business, and any of those marks as Kings Grant may authorize and designate from time to time for use by Licensee.

(b) Licensee hereby acknowledges that Kings Grant licenses Licensee to develop and service Kings Grant customers, and that at no time does Licensee have any right, title, or interest in any customer serviced by Licensee.

(c) Kings Grant reserves the right to grant licenses at its discretion. This Agreement affords Licensee no rights of any kind with respect to any other licenses that Kings Grant has granted in the past or may grant in the future.

2. FEES PAYABLE TO KINGS GRANT AND OTHER COSTS

In consideration of the execution of this Agreement, Licensee shall make payments to Kings Grant as follows:

(a) A non-returnable ($8,950) payment payable at the time of signing of the Route Licensing Agreement.

(b) A non returnable ($65) per week payment for the (5) year term of this Agreement beginning thirty (30) days following execution of this Agreement.

(c) All payments to Kings Grant shall be non-refundable and fully earned when paid, and entitles Licensee to the following:

1. GENERAL BENEFITS: Use of Kings Grant Methodology, All Trademarks, Service Marks, Trade Names, Logo-types & Other Commercial Symbols and Associated Goodwill; Initial Training; Start-up Assistance, Licensee & Processor Support.

2. UNIFORMS: Six (6) Shirts and Winter Jacket. All garments carry the Kings Grant logo.

3. MARKETING: The Proprietary Kings Grant Marketing Program; (20,000) Kings Grant Personalized Marketing Pieces; (5,000) Kings Grant five part Carbonless Invoices; (5,000) Kings Grant Customer Invoice Envelopes; (50) Reusable Kings Grant Designed Customer -Convertible Fabric Garment - Laundry Bags; Five Hundred (500) Personalized Kings Grant Business Cards.

(d) In consideration for the services rendered by Processor Licensee, Kings Grant Route Licensee shall pay Processor Licensee fifty percent (50%) of Route Licensee(s) gross billing to customers, including fifty percent (50%) of any and all up-charges but excluding any point-of-sale taxes and deposits for reusable garment bags, for those garments satisfactorily processed by Processor Licensee.

(e) Payment to Processor Licensee shall be made by Kings Grant Route Licensee on a weekly basis two (2) weeks after the receipt of processed garments by Kings Grant Route Licensee(s).

3. TERM OF LICENSE

(a) This agreement shall take effect upon its execution by all parties hereto ("the effective date") and shall extend for a period (5) years from the effective date (the "initial term") at the then current terms and conditions.

(b) Licensee shall have the right to renew the license for an additional term of five (5) years, and so on for every five (5) years thereafter at the then current terms and conditions of the Kings Grant Route Licensing Agreement.

4. OPERATING ASSISTANCE

In connection with the grant of the license, Kings Grant shall provide the following:

(a) Licensee may represent itself as a Kings Grant licensee for dry cleaning and laundry services.

(b) Licensee may use Kings Grant service marks, trademarks, trade names, and logotypes on vehicles, stationery, business cards, advertising material, and signs and in promotional and other literature. However, Licensee must not use "Kings Grant" or any other name or mark in which Kings Grant has a proprietary interest as part of the legal name of its licensed business.

(c) Provide Licensee with all initial training, support, information, techniques, guidance as deemed necessary by Kings Grant to enable Licensee to operate a Kings Grant dry cleaning and laundry pick up, and delivery service.

(d) Provide assistance in developing marketing procedures and activities in such manner, form, and frequency, as Kings Grant may deem appropriate.

(e) Provide advice concerning operating methods, techniques, or operations, as Kings Grant may deem appropriate.

(f) Work with Licensee to select and designate a dry cleaning and laundry processor who shall provide Licensee with the dry cleaning and laundry services required. Such services shall include: 1) quality dry cleaning and laundry processing in accordance with Kings Grant's recommendations; 2) Kings Grant recommended packaging and; 3) Kings Grant recommended handling procedures.

5. TRAINING

(a) Licensee's training program shall be scheduled and conducted by Kings Grant and/or its authorized agent(s) at such times and location(s), as Kings Grant shall designate.

(b) There is no tuition charge for the initial training. Licensee is responsible for the cost of all travel, food, and lodging incident to the initial training program. Any costs associated with subsequent training also shall be the responsibility of Licensee.

6. RELATIONSHIP OF THE PARTIES

(a) Licensee is and at all times shall be an independent contractor, and nothing in this Agreement or in the business relationship of the parties shall be construed to make Licensee an employee, agent, legal representative or fiduciary of Kings Grant for any purpose whatsoever.

(b) Licensee shall enter into contracts necessary to operate its licensed business at its sole risk and expense.

(c) Licensee acknowledges that it does not have any right, title or interest in or to any Kings Grant customer, and acknowledges that it does not have any authority to incur any obligations or responsibilities on behalf of Kings Grant or to bind Kings Grant by any representations or warranties, and agrees not to hold itself out as having any such authority.

(d) Kings Grant shall not violate Licensee's status as an independent contractor, and shall provide only such supervision and training in connection with the operation of Licensee's business as Kings Grant deems necessary or appropriate to protect Kings Grant's good-will, reputation, trademarks, trade name, service marks, copyrights, trade secrets, confidential information, revenues, other proprietary rights and quality standards for products and services.

7. LICENSED MARKS

(a) Licensee acknowledges that Kings Grant is the exclusive owner of the Kings Grant system and the licensed marks. Licensee agrees to use these items strictly in accordance with the terms of this Agreement.

(b) Licensee acknowledges that it shall acquire no right, title, or interest in the Kings Grant system or the licensed marks except as expressly provided in this Agreement.

(c) All goodwill associated with the Kings Grant system and the licensed marks shall inure to the benefit of Kings Grant. Licensee agrees to forbear from contesting the validity, ownership, or enforceability of the licensed marks or the goodwill associated therewith.

(d) Licensee acknowledges that it shall not use any licensed marks as part of Licensee's legal name or with any corporation, partnership, or other legal entity in which Licensee has a direct or indirect interest. Notwithstanding the foregoing, Kings Grant may permit Licensee to utilize the name Kings Grant Dry Cleaning and Laundry as part of Licensee's trade name or other name under which it conducts business. Licensee shall make timely notice to Kings Grant of any use, by any person or legal entity other than Kings Grant or any license of Kings Grant, of any licensed marks, names or logos in which Kings Grant claims a proprietary interest.

8. CONFIDENTIAL INFORMATION

(a) Licensee acknowledges that it has obtained from Kings Grant, confidential information, trade secrets and techniques and other business practices developed and owned by Kings Grant which are necessary and essential to the operation of the licensed business. Licensee further acknowledges that such confidential information was unknown to it prior to the negotiation with Kings Grant, and that the methods developed by Kings Grant for the licensed operations of Kings Grant are innovative and unique. Licensee shall take all precautions necessary, at its own expense, to protect such confidential information, and that it will not use or divulge same without the express prior written consent of Kings Grant.

(b) During the term of this Agreement and thereafter, Licensee shall not communicate directly or indirectly, divulge to, or use for its benefit or the benefit for any other person, partnership, or corporation, any trade secrets which are proprietary to Kings Grant or any information or knowledge deemed confidential by Kings Grant except as permitted by Kings Grant. Licensee may disclose confidential information to any temporary replacement of Licensee on a need to know basis. Anyone to whom such information is conveyed shall be informed that the information is confidential and proprietary to Kings Grant and that it may not be used without the prior express written consent of Kings Grant. Licensee shall require every temporary replacement to execute an agreement for the benefit of Licensee and Kings Grant acknowledging the need to protect the confidentiality of the Kings Grant system and agreeing not to use such information for its own benefit and not to disclose it to third parties.

9. TRANSFER AND ASSIGNMENT

(a) This Agreement is personal, being entered into by Kings Grant in reliance upon and in consideration of the skill, qualifications and representations of, and trust and confidence reposed in Licensee who has represented that it will actively and personally participate in the ownership and operation of the license. Therefore, neither this Agreement nor any of its rights or privileges shall be assigned, transferred, sold, shared or divided (collectively hereinafter "transfer") by operation of law or otherwise, in any manner, without the prior written consent of Kings Grant; any such purported transfer shall be void. Said consent shall not be unreasonably withheld, but may be subject to certain conditions including, but not limited to:

(1) Kings Grant receives at least ninety- (90) days prior written notice of such proposed transfer. Said notice shall contain all the information then required by Kings Grant as a condition of such transfer;

(2) Licensee and the proposed transferee satisfy the then current terms and conditions of transfer as required by Kings Grant;

(3) Transferee, in the judgment of Kings Grant, is a person of good standing, reputation, ability, and financial responsibility;

(4) Transferee executes all agreements considered necessary or appropriate by Kings Grant to protect Kings Grant's interests;

(5) Without limiting the terms and conditions Kings Grant may impose, transferee shall execute a then current License Agreement, which may contain materially different terms than those contained in this Agreement, and Licensee shall satisfy all outstanding obligations to Kings Grant and shall execute a general release for the benefit of Kings Grant.

(6) Payment of all outstanding monetary obligations due Kings Grant by Licensee;

10. POST TERMINATION AND POST EXPIRATION OBLIGATIONS

Upon termination or transfer of this Agreement by Licensee, or upon termination or non-renewal of this Agreement by Kings Grant, Licensee shall:

(a) Immediately pay Kings Grant all monetary obligations due Kings Grant to the date of termination or transfer.

(b) Immediately cease to represent itself as a Kings Grant license and discontinue the use of the Kings Grant service marks, trademarks, trade names, logotypes and any marks or names confusingly similar thereto or any other designations indicating affiliation between Kings Grant and Licensee including but not limited to telephone numbers, procedures and techniques. Licensee shall not promote or advertise the fact that it was formerly a license or affiliate of Kings Grant.

(c) Immediately return and surrender its customer lists and any and all documents containing trade secrets and/or proprietary information.

(d) Immediately cease the use of all Kings Grant printed material, advertising and all other materials received by Licensee pursuant to this Agreement and forever desist from further use of same.

(e) Take such action as may be required by Kings Grant to discontinue, transfer or assign any telephone listing, white and yellow page telephone references, and all trade and similar name registrations and business licenses for the Kings Grant Dry Cleaning & Laundry business to Kings Grant or its designee, and to discontinue any radio, newspaper or other advertising in any other form of commitment which may in any way identify Licensee with Kings Grant.

(f) Immediately deliver to Kings Grant a list of all past, present, and prospective customers. Kings Grant shall have the right to notify all customers served by Licensee that, as of the date of termination of the Agreement, Licensee is no longer associated with Kings Grant, and Kings Grant thereafter may service said customers as Kings Grant deems appropriate.

(g) Immediately and permanently discontinue all advertising as a Kings Grant licensee including without limitation, the immediate removal of all identifying marks from Licensee's delivery van, office (if any), or any other advertising medium utilized by Licensee, and discontinue use or wearing of Kings Grant uniforms indicating or tending to indicate that the Licensee is or was a Kings Grant license.

(h) Termination, transfer and non-renewal of this Agreement does not modify or discharge any obligation, or debt, contingent or otherwise, of Licensee existing or arising in connection with the Kings Grant license.

(i) Termination, transfer, or non-renewal of this Agreement does not modify or discharge any other agreement between Licensee and Kings Grant.

(j) Upon termination, expiration, transfer, or non-renewal of this Agreement, Licensee shall have no further interest in the Kings Grant Dry Cleaning & Laundry system, the licensed marks or any other assets of Kings Grant, and Licensee shall not be entitled to receive payment of any kind from Kings Grant.

(k) Should Kings Grant incur attorney's fees and costs in order to en-force the terms and conditions of this Agreement including post termination covenants, whether or not a legal action is instituted, Kings Grant shall be entitled to reimbursement of such attorney's fees and costs in addition to any other remedies Kings Grant may have at law or in equity.

11. INDEMNIFICATION

(a) Licensee agrees to protect, defend, indemnify, and hold Kings Grant and its respective officers, directors, agents, attorneys, shareholders, employees and representatives, jointly and severally, harmless from and against any and all claims, actions, proceedings, damages, costs, expenses and other losses or liabilities, consequently, directly or indirectly incurred, including without limitation attorney's fees as a result of, arising out of, or connected with the operation of the license.

(b) Kings Grant agrees to protect, defend, indemnify, and hold Licensee harmless from and against all claims for trademark or service mark infringement arising out of Licensee's authorized use of the licensed marks in accordance with this Agreement provided that Licensee gives written notice to Kings Grant within thirty (30) days, or such shorter period as is necessary to avoid prejudice, after learning of any claim, and also provided that Kings Grant has the right to control any litigation or proceeding resulting from any such claim.

(c) Kings Grant agrees to protect, defend, indemnify, and hold Licensee harmless from and against all claims for copyright infringement arising out of Licensee's authorized use of Kings Grant's written materials.

12. ACKNOWLEDGMENT

(a) Licensee acknowledges that no warranties or representations other than those contained in this Agreement have been made or given by Kings Grant or any of its representatives.

(b) Licensee has been informed and hereby acknowledges that, because of the highly competitive nature of the dry cleaning and laundry business, successful operation of its license will depend in part upon application of its best efforts and capabilities, and its management and efficient operation of the licensed business, as well as general economic trends and other local market conditions; that representations or projections (if any) shall not be construed as a guarantee of profitability or success of the Licensee; and that any such projections and data and the sources upon which they are based are subject to variation depending upon regional and market conditions.

13. WAIVERS

(a) Failure of Kings Grant to exercise any of its rights reserved by this Agreement shall not constitute a waiver or estoppel of Kings Grant's right to demand exact compliance with any provision contained in any section herein. Any waiver of any provision of this Agreement, to be enforceable, must be in writing and signed by the waiving party.

(b) A waiver or approval by Kings Grant of any particular default by Licensee shall not be deemed a continuing waiver of that obligation or any other obligation under this Agreement.

(c) Kings Grant specifically reserves the right to vary or waive any provision or condition with respect to any particular licensee based upon the peculiarities of the given situation, without granting the same variance or waiver to other licensees. Licensee shall have no entitlement to a like or similar variance or waiver, and shall have no recourse against Kings Grant because of any variation from standard practices given to an other licensee.

14. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties, superseding all prior oral or written agreements, and the provisions hereof shall be binding upon the parties, their heirs, executors, administrators, successors and assigns and may not be modified or amended except in writing signed by both parties.

15. GOVERNING LAW AND ARBITRATION

This Agreement shall be construed and governed by the laws of the State of Pennsylvania; provided however, that the foregoing choice of law shall not be a waiver of Licensee's or Kings Grant's rights under any applicable State Law.

16. CONSTRUCTION AND SEVERABILITY

(a) Headings contained in this Agreement are for purposes of reference only and shall not affect the construction or interpretation of any provision of this Agreement.

(b) If any provision of this Agreement shall be determined to be wholly, invalid, such determination shall not affect any other provision in this Agreement.

(c) If any provision of this Agreement shall be determined to be partially invalid or unenforceable, the remainder of said provision should remain in full force according to the intent of the parties.

(d) This Agreement is intended to be gender neutral and therefore any reference or use of pronouns shall be deemed to include the other number and gender.

(e) This Agreement is intended to be gender neutral and therefore any reference or use of pronouns shall be deemed to include the other number and gender.

17. BINDING OBLIGATIONS

This Agreement shall be binding upon the parties and their respective heirs, legal representatives, successors, and assigns.

18. AUTHORIZED VOLUNTARY EXECUTION

Both parties hereto represent that they have read and understand the contents of this Agreement and the attachments hereto and that they are authorized to execute this Agreement on behalf of the respective parties hereto.

19. EXCLUSIVE PROPERTY

The form and content of this Agreement and customers are the exclusive property of Kings Grant and may not be reproduced in whole or in part or disclosed by Licensee or others, without the prior written consent of Kings Grant or as otherwise permitted in this Agreement.