Sonic Jet Performance, Inc. 11782 Western Ave. Unit 18 Stanton, CA 90680 October 30, 2002 A. AGREEMENT: Sonic Jet Performance, Inc., herein referred to as "SJET" and Harrison Douglas Inc., herein referred to as "Harrison" hereby enter into this...

                           Sonic Jet Performance, Inc.
                           00000 Xxxxxxx Xxx. Xxxx 00
                                Xxxxxxx, XX 00000


                                October 30, 2002


A.   AGREEMENT:  Sonic Jet Performance,  Inc.,  herein referred to as "SJET" and
     Xxxxxxxx Xxxxxxx Inc.,  herein referred to as "Xxxxxxxx"  hereby enter into
     this agreement for the purpose of providing capital raise services to SJET.
     Xxxxxxxx agrees to provide the herein below described services to SJET, and
     SJET agrees to provide the herein below compensation for said services.


B.    SERVICES PROVIDED:

               1. Xxxxxxxx will use its "best efforts" to raise capital for
               SJET. Specifically, Xxxxxxxx will attempt to secure investors in
               the Private Placement dated April 10, 2002, with subsequent
               amendments.

               2. Xxxxxxxx will attempt to correspond with shareholders,
               potential investors and the investment community for the purpose
               of introducing and raising capital for SJET.

               3. Xxxxxxxx may introduce candidates to SJET for strategic
               alliance, joint venture or other beneficial business
               relationships based upon subsequent agreement between the
               parties.

               4. Xxxxxxxx may introduce institutional investors to SJET and/or
               schedule events within the financial community in an effort to
               develop institutional investment in SJET (including investment
               not according to the Private Placement referenced above).

               5. Xxxxxxxx will provide compliance review, as needed, for all
               monies raised in the Private Placement.


C.       COMPENSATION: As compensation for Xxxxxxxx'x services under this Agree-
         ment, SJET hereby promises and agrees to compensate Xxxxxxxx with an
         initial due diligence fee of $2,500 and on an ongoing basis in the
         following manner:

               1.  Twelve percent (12%) commission on any and all capital raised
               for SJET directly by Xxxxxxxx; and

               2.  Five percent (5%) in SJET common stock on any and all capital
               raised for SJET.

               3. Certain referring parties will be paid directly by SJET on
               Xxxxxxxx'x behalf, in amounts that may or may not exceed
               compensation for money raised directly by Xxxxxxxx.

               4.  Fifty-dollars ($50) per customer compliance review performed.




D.       TERMS AND CONDITIONS:  This agreement will terminate, unless extended
         by the written agreement of both parties, on December 31, 2003.  This
         Agreement may be cancelled upon 120 days advanced written notice to
         the non-terminating party.

E.       REPRESENTATIONS AND WARRANTIES: SJET and Xxxxxxxx hereby represent and
         warrant as follows:

        1.        Both SJET and Xxxxxxxx have full legal authority to enter into
                  this Agreement.
        2.        The execution, delivery and providing of services under this
                  Agreement within the time and manner herein specified will not
                  conflict with, nor result in a breach of, nor constitute
                  default to any existing agreement, indenture, or other
                  instrument to which either SJET or Xxxxxxxx is currently a
                  party or by which either entity may be bound or affected.
        3.        SJET promises and agrees to cooperate with and to provide all
                  documents, records, certificates, signatures, releases or
                  other writings and/or things needed, necessary and/or
                  expedient to this Agreement upon written request.
        4.        Xxxxxxxx warrants that it holds a broker/dealer license and is
                  a broker/dealer in good standing with the Securities Exchange
                  Commission (SEC) and the National Association of Securities
                  Dealers (NASD).
        5.        Xxxxxxxx warrants that licensed brokers in good standing with
                  the Securities Exchange Commission (SEC) and the National
                  Association of Securities Dealers (NASD) will perform all
                  compliance work.


F.       ASSIGNMENTS: This Agreement is binding and shall inure to the benefit
         of the parties hereto and their respective successors and assigns
         provided that not withstanding the foregoing, neither party shall
         assign or transfer any rights or obligations hereunder, except that:

               1. SJET may assign or transfer this Agreement to a successor
               corporation in the event of a merger, consolidation, transfer, or
               sale of all or substantially all of the assets of SJET, provided
               that no such further assignment shall relieve SJET from liability
               for the obligations assumed by it hereunder.

               2. Xxxxxxxx may assign or transfer this Agreement to any member,
               which is an affiliate of Xxxxxxxx or its employees, provided that
               no such assignment shall relieve Xxxxxxxx from liability for its
               obligations hereunder or that such transfer does not violate its
               NASD Membership Agreement.

G.        ENTIRE AGREEMENT: Each of the parties hereby covenants that this Agree
          -ment is intended to and does contain and embodies herein all of the
          understandings and agreements, both written and oral, of the parties
          hereby with respect to the subject matter of this Agreement and that
          there exists no oral agreement or understanding, expressed or implied,
          whereby the absolute, final and unconditional character and nature of
          this Agreement shall be in any way invalidated or adversely affected.
          There are no representations or warranties other than those set forth
          herein.

H.       ARBITRATION: SJET and Xxxxxxxx each mutually agree to arbitrate any and
         all differences, claims, or disputes, of every kind (statutory or
         other) arising out of this agreement or its termination.  Such arbitra-
         tion would be in Orange County, California, or other mutually-agreed
         location, before the American Arbitration Association, and in lieu of
         any court action.  In the event a dispute arises over the interpreta-
         tion or performance of any party under this Agreement, and as a result
         of said dispute, a claim, action, arbitration or suit should arise,
         the parties hereby agree that the non-prevailing party in said claim
         action, arbitration, or suit shall pay the attorney fees and litigation
         expenses of the prevailing party.



I.       ADDRESS OF PARTIES: Each party shall at all times keep the other party
         informed as to its principal place of business. The parties shall also
         promptly notify the other party of any change of address. Correspond-
         ence should be directed as follows:

               If to Sonic Jet:

               Attn: Xxx Xxxxxx
               00000 Xxxxxxx Xxx
               Xxxx 00
               Xxxxxxx, XX 00000
               000-000-0000
               000-000-0000 Fax

               If to Xxxxxxxx Xxxxxxx Inc.

               Attn: Xxxxxxxxxxx Xxxxxxxx
               0000 Xxxx Xxxxx Xxxxxx
               Xxxxx 000
               Xxxxxx, XX 00000
               000-000-0000

J.        NOTICES: All notices that are required to be given may be sent pur-
          suant to the provisions of this Agreement and shall be sent to the
          parties' principal place of business by certified mail, with return
          receipts requested, or by overnight package delivery service. Notices
          shall be valid from the date of mailing as indicated by registered
          postmark or validated airmail receipt.

K.        MODIFICATION AND WAIVER: Modification or waiver of any of the provi-
          sions of this Agreement shall be effective only if made in writing and
          executed with the same formalities as are present within this Agree-
          ment. The failure of any party to insist upon strict performance of
          any of the provisions of this Agreement shall not be construed as a
          waiver of any subsequent default of the same or similar nature or of
          any other nature or kind.



AGREED TO AND ACCEPTED:                           AGREED TO AND ACCEPTED:
------ -- --- ---------                           ------ -- --- --------

Sonic Jet Performance, Inc.                       Xxxxxxxx Xxxxxxx, Inc.
Date: 10/30/02                                    Date: 10/30/02
By: __________________________                    By:___________________________
Xxxxxxx Xxx Xxxxxx, President                     Xxxx Xxxxxxx, Principal