AGREEMENT Ingen Technologies, Inc. and Preferred Provider Care, Inc..





ITI | INGEN TECHNOLOGIES, INC.

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                              285 E. County Line Road, Calimesa California 92320

                                              (800) 259-9622 FAX: (800) 777-1186





                              CONSULTING AGREEMENT



 This Agreement made effective as of this 1st day of August, 2004, by and

between PREFERRED PROVIDER CARE, INC., a Florida Corporation doing business in

the State of Florida, further referred to as the ("Consultant"), whose principal

corporate offices are located at 3728 Philips Highway, Suite 31, Jacksonville,

Florida 32207; and INGEN TECHNOLOGIES, INC., A Nevada Corporation, further

referred to as the ("Company"), whose principal address is 285 E. County Line

Road, Calimesa, California 92320, and is made with reference to the following.



                                    RECITALS



A.       The Company is a Medical Device Manufacturer, and in the business of

         providing medical products and services on a Global basis. Said

         products and services are inclusive of, but not limited to, vestibular

         function testing and balance testing.



B.       The Company desires to exclusively engage the services of the

         Contractor to provide physician training and physician support services

         as described in Schedule-A. The Contractor also agrees to develop

         various markets for services for all of North America, as well as any

         future services that the Company deems authorized. The Company will use

         the Contractor as its' exclusive agent to provide those services

         described in Schedule-A.



C.       The Contractor has the expertise, knowledge and resources for

         development and implementation of the services described in Schedule-A.





D.       The Company will provide product, installation, training, market

         assistance, promotional materials and other developmental documentation

         used to promote said products and services in accordance to all laws of

         which govern the Company in this type of industry.



E.       The Company desires to utilize the Contractor's expertise, knowledge

         and other resources for developing and promoting said services as

         described in the above Recitals for the purpose of establishing sales

         of vestibular testing products for the Contractor's client base, and as

         such, the Contractor desires to use the Company's client base for

         delivering the services as described in Schedule-A.





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NOW, THEREFORE, the Parties mutually agree as follows:





1.       In consideration of the Contractor furnishing the expertise, knowledge

         and other resources in providing said services and market assistance as

         set forth in the above Recitals hereof, the Company agrees to pay to

         the Contractor a consulting fee of $3,500 (Three Thousand Five Hundred

         Dollars) for each VNG product sale that includes a signed Acceptance

         Agreement from the customer. The said fee will be paid only if the

         purchasing physician or institution agrees to and signs the Acceptance

         Agreement to utilize those services from the Contractor as described in

         Schedule-A. Such acceptance will be in the form of a signed agreement

         between the customer and the Company. The said transaction will be

         verification of acceptance and submitted to the Contractor. The Company

         agrees to submit the payment of $3,500 with the copy of the signed

         acceptance agreement. Attached is a sample Acceptance Agreement as

         Exhibit-A.



2.       The Company authorizes the Contractor to market, promote and sell the

         products and services of the Company as described in Exhibit-B. Any

         other products and services offered by the Company are not a part of

         this Agreement and may not be sold and/or marketed by the Contractor

         without the written permission or authorization from the Company.



3.       As a part of the services specified herein, the Contractor accepts the

         above considerations and understands his/her rights to sell said

         services within the United States. The Contractor agrees to provide

         his/her "best efforts" to deliver those services as described in

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