This Indemnification Agreement (the "Agreement") is made and entered into this 14th day of December, 1999 by
and between Lifef/x, Inc., a Nevada corporation (the "Company"), and Robert Verratti (the "Indemnitee"), with
reference to the following:
A. Indemnitee is a director of the Company.
B. The Company and Indemnitee recognize the increasing difficulty in obtaining directors', officers', employees'
and agents' liability insurance, the significant increases in the cost of such insurance and the general reductions in
coverage of such insurance.
C. The Company and Indemnitee further recognize the substantial increase in corporate litigation subjecting
directors, officers, employees and agents to expensive litigation risks at the same time as the availability and
coverage of liability insurance has been severely limited.
D. Indemnitee does not regard the current protection available as adequate under the present circumstances, and
Indemnitee and other directors, officers, employees and agents of the Company may not be willing to continue to
serve as directors, officers, employees and agents without additional protection.
E. The Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to
serve as directors, officers, employees and agents of the Company and to indemnify its directors, officers,
employees and agents so as to provide them with the maximum protection permitted by law.
Now, therefore, the Company and Indemnitee hereby agree as follows:
1.1 The term "Agent" shall mean and refer to any person who is or was a director, officer, employee or other
agent of the Company; or is or was serving at the request of the Company as a director, officer, employee or
agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise; or was a
director, officer, employee or agent of a foreign or domestic corporation which was a pred