LETTER AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, the receipt of which is hereby accepted and acknowledged, by and between Harry Bauge ("Bauge") and Houston InterWeb Design, Inc. ("Houston InterWeb"), the parties agree as follows: (1) Houston...

                                  LETTER AGREEMENT
                                          
                                          

FOR GOOD AND VALUABLE CONSIDERATION, the receipt of which is hereby accepted and
acknowledged, by and between Xxxxx Xxxxx ("Xxxxx") and Houston InterWeb Design,
Inc. ("Houston InterWeb"), the parties agree as follows: 

     (1)  Houston InterWeb and Bauge have entered into a Software Reseller
          Agreement;

     (2)  Bauge agrees to use his best efforts to market and distribute
          software products manufactured and hosted by Houston InterWeb;
          and

     (3)  Houston InterWeb agrees to raise the prices of its software products
          for 90 days, unless Houston InterWeb's cash flows from operating
          activities result in a net loss at any time during this agreement.

     Bauge has the full right, power, legal capacity, and authority to enter
into and perform its obligations under this Agreement.  Bauge does not need the
consent of any third party to execute this Agreement.  This Agreement
constitutes a legal and binding obligation of Bauge, and is valid and
enforceable against Bauge in accordance with its terms.

Dated: October 3, 1998


XXXXX XXXXX

By: /s/ Xxxxx Xxxxx
    -------------------------------
     Xxxxx Xxxxx


HOUSTON INTERWEB DESIGN, INC.

By: /s/ Xxxxx X. Xxxxx
    -------------------------------
    Xxxxx X. Xxxxx, President