Amendment to Management Services Consulting Agreement between National Health & Safety Corporation And First Advisors, Inc.

On November 1, 2001, First Advisors, Inc., a Texas corporation (the "Consultant"), and National Health & Safety Corporation, a Utah corporation, (the "Company") agreed to this Amendment to Schedule B of the Management Services Consulting Agreement of May 1, 2001.

Therefore, in consideration of the premises and the mutual covenants and agreements contained in the original Agreement and in this Amendment, the Company and the Consultant agree to amend Schedule B to read as follows:

Effective on November 1, 2001 and during the initial term of the Agreement and any renewals, the Company agrees to pay the Consultant in advance on the first day of each month the greater of:

1. $60,000.00, or
2. An amount equal to 20% of the Gross Profit of the Company. For this purpose, Gross Profit is defined as all revenues generated by the Company on all business facilitated by the Consultant, less any payable commissions. Upon termination of the Agreement for any reason, the Company agrees to continue payment under this subparagraph on all business facilitated by the Consultant. For this purpose, "all business facilitated by the Consultant" is defined as:

1. Before the Termination Date: Income generated by signed contracts (and their renewals) resulting from the Consultant's efforts for the sale and/or distribution of the Company's products or services.
2. After the Termination Date: Income to be generated by unsigned contracts (and their renewals) resulting from the Consultant's efforts to which the Company and the contracting party have agreed to all substantial business terms. Evidence of this agreement must be a letter or email from the contracting party specifically agreeing to all substantial business terms in the Company's proposal.

Compensation remaining unpaid by the Company after the effective date of termination is due upon demand by the Consultant and pursuant to Paragraph 3.3. Un-accrued compensation payable under Paragraph 2 is due upon demand when payable under the terms of the appropriate contract or proposed contract.

In the event the Company fails to timely comply with its obligations in respect of any Compensation, the Consultant, at its election, may (i) suspend all Services then being provided to the Company, and/or (ii) exercise any Rights the Consultant may have under applicable Law or otherwise in respect of the Company's failure to comply with such obligations.