This Joint Venture Agreement (the “Agreement”), is made and entered into to be effective for all purposes as of August 29, 2011, by and among Antero Payment Solutions, Inc., a Nevada corporation, (“Antero”), with its principal place of business located at 24328 Vermont Ave. #300 Harbor City, CA 90710, and Veritec Financial Systems, Inc., a Delaware corporation (“Veritec”), with its principal place of business at 2445 Winnetka Ave. N., Golden Valley, MN, 55427. Each of the Parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”

WHEREAS , Antero is in the business of, among other things, developing, promoting, licensing and supporting its Antero SVS Third Party Processing Platform designed for companies selling and/or licensing products and services in the credit, debit, prepaid, and/or gift card markets (the “Antero SVS”);

WHEREAS , Veritec is in the business of, among other things, developing, promoting, licensing and supporting its VTFS Account Management Platform (the “VTFS Platform”), MTC™ (mobile toggle debit card), blinx On-Off™ and other debit based products;

WHEREAS, the Parties desire to enter into a business relationship (the “Business Relationship”) whereby the Parties will utilize the other’s technology to further their own businesses, by entering into that certain Antero SVS Software License Agreement (the “License Agreement”), and that certain ISO/ Processor Agreement (the “ISO/Processor Agreement”) concurrently herewith;

WHEREAS, the foregoing recitals are true and correct and are incorporated in the Agreement by this reference.

NOW, THEREFORE, in consideration of the premises and the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: