ΐΦΜμΜΓappΟΒΤΨ

                                                                 EXHIBIT  1O.2
                              MANAGEMENT AGREEMENT
                              --------------------

THIS  MANAGEMENT  AGREEMENT  (Agreement)  is  entered  into  this  2nd  day  of
July,  2002  by  and  between  THE  INTERNET  ADVISORY  CORPORATION,  a  Utah
corporation  of  β–‡β–‡β–�  β–‡β–‡β–‡β–‡  β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡β–‡β–‡, β–‡β–‡β–� β–‡β–‡β–‡β–‡, β–‡β–‡β–� β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡β–� (Internet) and
WORLDWIDE  CONNECT,  a  Nevada  corporation  of  β–‡β–‡β–‡β–‡- β–�.β–�. β–‡β–‡β–� β–‡β–‡β–‡β–‡β–‡β–‡, β–‡β–‡β–‡β–‡β–� β–�,
β–‡β–‡β–‡β–‡β–�,  β–‡β–‡β–‡β–‡β–‡β–‡β–�  β–‡β–‡β–‡β–‡β–�  (Worldwide),  and β–‡β–‡β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡β–‡β–‡ (Divine) of β–‡β–‡β–‡β–‡ β–�.β–�. β–‡β–‡
β–‡β–‡β–‡β–‡, β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡β–�, β–‡β–‡β–‡β–‡β–‡β–‡β–�, all sometimes hereinafter referred to as the parties,

     WHEREAS,  Internet  and  Worldwide  executed  an  agreement  to  execute  a
Management  Agreement  and  Option  to  Purchase;  and

     WHEREAS,  the Parties desire to execute this as their definitive Management
Agreement.

     NOW  THEREFORE,  in  consideration of the mutual covenants contained herein
and  other good and valuable consideration, the Parties hereby agree as follows:

1.  Grant  of  Management
    ---------------------
     That Worldwide is granted by Internet Advisory the right to manage Internet
Advisory's  location  located  at  Suite  ST3,  β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡ β–‡β–‡β–‡β–‡β–‡β–‡β–� β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–�, β–‡β–‡.
β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡, β–‡β–‡β–‡β–‡β–‡β–‡β–� β–‡β–‡β–‡β–‡β–� (Subject Premises), and as more specifically set forth
in  the  Addendum  to  Lease Dated February 10, 1999 (Lease) entered into by and
between Internet and Spring Lake Partners (Landlord) located on the ground floor
of  the  International  Building.

2.  Term
    ----
     The  terms of this Management Agreement is for a period of twenty-four (24)
months  commencing  on  July  1,  2002,  and  ending  on  June  30,  2004.

3.  Payment
    -------
     Worldwide  shall  pay  to  Internet  twenty-four  (24) payments as follows:

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     (A)  Three  (3)  equal  monthly  payments  commencing  on  July  1, 2002 of
$6,250.00  per month which Internet acknowledges it has received one (I) payment
in  said amount for the first month under this Agreement. Worldwide shall pay on
or  before  the 20th of July the sum of $6,250.00, and on or before the 20th day
of  August  the  sum  of  $6,250.00,  for  the  months  of August and September.

    (B)  Worldwide  shall  pay  the  sum of $7,500.00 per month on or before the
20th  day  of  each  month,  in three (3) equal continuous payments on September
20th,  October  20th  and  November  20th  for  the  months  of  October through
December, 2002.

     (C)  Worldwide  shall  pay  to  Internet  the sum of $8,820.00 per month in
eighteen  (18)  continuous equal monthly payments the sum of $8,820.00 per month
on  or  before  the  20th day of each month commencing on or before December 20,
2002 and  continuing  through  May  20,  2004.

4.  Obligation  to  Payment
    -----------------------
     Internet agrees to use said funds received from Worldwide to pay the rental
obligation  to  the Landlord for the subject premises through the termination of
the lease of February 28, 2002 (or whenever terminated, whichever first occurs),
and  to  utilize said sums to pay the landlord its additional monthly obligation
for payment of the security deposit. Currently, the rental obligation, including
security  deposit obligation of $666.67 per month inclusive of CAM and sales tax
is  $6,184.43  per  month as of May 2002. Worldwide and Internet agree, however,
that  the  security  deposit  shall  be  the  property of Internet, and shall be
returned  to  Internet  upon  termination  of  the  Lease.

5.  Abide  by  Lease
    ----------------
     Worldwide  agrees  to  abide  by  all  terms  and conditions, covenants and
restrictions  of  the  Lease, all applicable rules and regulation imposed by the
Landlord.  Upon termination of the Lease, it shall vacate the premises unless it
has  been  able  to  negotiate  a  new  lease with the Landlord. Notwithstanding
termination  of  the  lease,  Worldwide will be obligated to pay to Internet all
payments  set  forth  herein.

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6.  Option  to  Purchase.
   -----------------------
     Provided  that  Worldwide  is  not  in  default  pursuant  to the terms and
conditions of this agreement and has paid all payments required pursuant to this
agreement,  Worldwide  shall  have the right to purchase the assets of Internet,
said assets described on Exhibit I attached hereto, free and clear of any claim,
lien  or encumbrance (at time of execution of this Agreement) with the exception
of  any  lien  that  may  apply  to  said  assets  by virtue of the Lease or the
Landlord's  rights  created  by the Florida Non-Residential Landlord-Tenant Act.

7.  Use  of  Assets
    ---------------
     Internet  further  agrees that Worldwide shall have the right, if it is not
in  default  of  this  Management  Agreement, to utilize said property listed on
Exhibit I during the twenty-four (24) month period. Internet specifically agrees
that  it  shall not create any claim, lien or encumbrance against said property.

8.  Management  Responsibilities
    ----------------------------
     Worldwide  shall use its best efforts to manage the location of the subject
premises, and shall as and for additional consideration for its responsibilities
hereunder  retain  all  revenues  of  the  operation  of  said subject premises.

9.  Insurance
    ---------
     The  Parties  further  agree  that Worldwide may be required to pay for and
obtain  its  own  liability  insurance policy and in the event of said event, it
shall  do  so  at its own cost and expense. Both Parties agree to cooperate with

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each  other  to  insure  that  any requirements  of  the  Landlord  will  be
compiled  with  promptly.

10.  Assignment  or  Sublet
   ------------------------
     Internet  and  Worldwide agree that Landlord may construe this agreement as
an  assignment  or sub-let which may necessitate, by the Landlord that Worldwide
be approved, and that Internet is making no representations that consent of this
transaction  has  been  obtained,  need  be  obtained,  or  can  be  obtained.

11.  Vacating  Premises
     ------------------
     In  the  event Landlord requires Worldwide to vacate the premises, it shall
do  so promptly but shall be permitted to remove the assets set forth on Exhibit
I so long as the removal does not damage Landlord's property. Payments hereunder
shall  continue  as  set forth herein. In the event that Worldwide fails to make
payment  herein  or  defaults under this Agreement, Internet may, at its option,
require  Worldwide  to  vacate  the premises and Worldwide shall promptly remove
itself  from  the premises upon five (5) days written notice, however, Worldwide
shall  still  remain  liable  to  Internet,

12.  Legal  and  Other  Costs
     ------------------------
     In  the event that any party (the "Defaulting Party) defaults in his or its
obligations  under this Agreement and, as a result thereof, the other party (the
"Non-Defaulting  Party")  seeks  to  legally enforce his or its rights hereunder
against  the  Defaulting  Party,  then,  in  addition  to  all damages and other
remedies  to  which  the  Non-Defaulting  Party  is  entitled  by reason of such
default,  the Defaulting Party shall promptly pay to the Non-Defaulting Party an
amount  equal  to  all costs and expenses (including reasonable attorneys' fees)
paid  or  incurred  by  the  Non-Defaulting  Party  in  connection  with  such
enforcement.

13.  Liabilities
     -----------
     Worldwide  assumes  no  liabilities  of  Internet  whatsoever, and Internet

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assumes no liability  of  Worldwide.

14.  Litigation.
     -----------
     In  any  action  between  the  parties  to enforce any of the terms of this
agreement  or any other matter arising from this agreement, the prevailing party
shall  be  entitled  to  recover  its  costs  and expenses, including reasonable
attorney's  fees  up  to  and  including  all  negotiations, trials and appeals,
whether  or  not  litigation  is  initiated.

15.  Miscellaneous
     -------------
     (a)  This  writing  constitutes  the  entire  agreement of the parties with
respect  to  the  subject  matter  hereof  and  may  not be modified, amended or
terminated  except  by  a  written  agreement  specifically  referring  to  this
Agreement  signed  by  all  of  the  parties  hereto.

     (b)  No waiver of any breach or default hereunder shall be considered valid
unless in writing and signed by the party giving such waiver, and no such waiver
shall  be  deemed  a  waiver  of any subsequent breach or default of the same or
similar  nature.

     (c)  This  Agreement shall be binding upon and inure to the benefit of each
corporate  party  hereto,  its successors and assigns, and each individual party
hereto  and  his  heirs,  personal  representatives,  successors  and  assigns.

     (d)  Any  paragraph  headings  contained  herein  are  for  the purposes of
convenience  only  and  are not intended to define or limit the contents of said
paragraphs.

     (e)  Each  party hereto shall cooperate, shall take such further action and
shall  execute and deliver such further documents as may be reasonably requested
by  any  other  party  in order to carry out the provisions and purposes of this
Agreement.

     (f)  Internet  will  pay all sales, transfer and documentary taxes, if any,
payable  in  connection  with  the sale, conveyances, assignments, transfers and
deliveries to be made to Worldwide hereunder except that Worldwide shall pay the
documentary  stamps  and any  tax  on  the  note  and  mortgage.

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     (g)  This  Agreement  may  be  executed in one or more counterparts, all of
which  taken  together  shall  be  deemed  one  original

     (h)  This  Agreement  and  all  amendments thereof shall be governed by and
construed  in  accordance  with  the  law  of the State of Florida applicable to
contracts  made  and  to  be performed therein, and the parties agree that venue
shall  be  proper  in  Broward  County,  Florida.


IN  WITNESS  WHEREOF,  the  parties hereto have caused this Agreement to be duly
executed  as  of  the  day  and  year  first  above  written.

ATTEST:                                      THE  INTERNET ADVISORY CORPORATION,
                                             (UTAH  CORPORATION)

/S/  β–‡β–‡β–‡β–‡  β–‡β–‡β–‡β–‡β–‡β–‡β–�                           BY:  /S/  β–‡β–‡β–‡β–‡β–‡β–‡β–�  β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡
SECRETARY                                      -------------------------------
β–‡β–‡β–‡β–‡  β–‡β–‡β–‡β–‡β–‡β–‡β–�                                  β–‡β–‡β–‡β–‡β–‡β–‡β–�  β–‡β–‡β–‡β–‡β–‡β–‡β–‡β–‡,  PRESIDENT



ATTEST: /s/ β–‡β–‡β–‡β–‡β–‡β–‡ DIVINE                    WORLDWIDE  CONNECT
        -----------------                    (NEVADA  CORPORATION)
        SECRETARY                            BY:  /S/  L.R.  DIVINE
        β–‡β–‡β–‡β–‡β–‡β–‡ DIVINE                        ---------------------------
                                             L.R.  DIVINE, PRESIDENT

ATTEST:
SIGNATURE /S/β–‡β–‡β–‡β–‡β–‡β–‡  DIVINE                  BY: /S/ β–‡β–‡β–‡β–‡β–‡β–‡  DIVINE
                                                 --------------------
PRINT  NAME:  L.R.  DIVINE                   β–‡β–‡β–‡β–‡β–‡β–‡  DIVINE,  GUARANTOR



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