DATIGEN COM INC
<DOCUMENT>
<TYPE>EX-10.19
<SEQUENCE>4
<FILENAME>v022802_ex10-19.txt
<TEXT>
                                  EXHIBIT 10.19

                                Datigen.Com Inc.
                               Director Agreement

      This letter agreement (this  "Agreement")  will confirm our agreement with
respect to your services to Datigen.com,  Inc. (the  "Company")  under the terms
and conditions that follow:

      1. Position and Duties.

      (a) As a director of the Company,  you are expected to maintain loyalty to
the Company and to not take any action that would directly or indirectly promote
any competitor or impair the Company's interests.  Subject to the foregoing, you
may engage in other business or charitable activities to the extent that they do
not  interfere  or create a  conflict  with your  fiduciary  obligations  to the
Company.

      (b) Specifically,  but not exclusively,  your duties and  responsibilities
will include the following:  (i) to participate in all meetings of the Board and
stockholders;  (ii) to serve on such  committees of the Board as required by the
Company(iii) to provide  strategic  guidance and advice to the senior management
of the Company with respect to the  management of the operations of the Company;
(iv) and to provide support and guidance to the senior management of the Company
in their efforts You will report directly to the Chairman of the Board.

      2. Compensation; Time Commitment.

For all  services  that you  perform for the  Company  and its  affiliates  as a
Director, the Company will provide you as compensation (i) Four Thousand Dollars
($4,000) per year, plus a fee of One Thousand Dollars ($1,000) per Board meeting
or  Committee  meeting  (if  held at a date  and time  separate  from the  Board
meeting) where you are physically present. Fees are payable quarterly in arrears
(this cash compensation plus any other compensation provided for herein shall be
referred to as the "Compensation").

      3. Stock Options.

The Company  will issue you stock  options for 345,000  shares of company  stock
with a strike price of $0 .15.  These  options will vest 28,750 each quarter for
the next three years commencing commencing three months from the date hereof and
are  exercisable  for three years after vesting.  If the company has a Change of
Control (as defined below), all remaining Options will automatically vest on the
effective date of the Change.

            "Change  of  Control"  shall  mean  the  occurrence  of  any  of the
            following events:

      (i)   The  acquisition,  other  than  from  the  Company  (which  term for
            purposes of this Subsection (i) includes any successor corporation),
            or any subsidiary  thereof by any person or group (as such terms are
            used for the purposes of Sections  13(d) or 14(d) of the  Securities
            Exchange Act of 1934,  as amended  (the "1934  Act")) of  beneficial
            ownership  (within the meaning of Rule 13d-3  promulgated  under the
            1934 Act) of  securities  with voting  power equal to fifty  percent
            (50%) or more of the  combined  voting power of the  Company's  then
            outstanding voting securities;


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      (ii)  Approval  by  the  Company's   stockholders   of  (a)  a  merger  or
            consolidation of the Company with or into another corporation if the
            stockholders  of the  Company,  immediately  before  such  merger or
            consolidation   do   not,   immediately   after   such   merger   or
            consolidation,  own, directly or indirectly, more than fifty percent
            (50%) of the combined  voting power of the then  outstanding  voting
            securities  of  the  corporation   resulting  from  such  merger  or
            consolidation  in   substantially   the  same  proportion  as  their
            ownership of the combined  voting power of the voting  securities of
            the   Company   outstanding   immediately   before  such  merger  or
            consolidation  or (b) dissolution of the Company or an agreement for
            the sale or other  disposition  of all or  substantially  all of the
            assets of the Company.

            Notwithstanding  the  foregoing,  a Change in  Control  shall not be
            deemed to occur solely  because  fifty  percent (50%) or more of the
            combined voting power of the Company's then  outstanding  securities
            is acquired by (i) a trustee or other fiduciary  holding  securities
            under one or more employee  benefit plans  maintained by the Company
            or  any  of  its   subsidiaries  or  (ii)  any  corporation   which,
            immediately  prior  to  such  acquisition,   is  owned  directly  or
            indirectly by the stockholders of the Company in the same proportion
            as their ownership of stock in the Company immediately prior to such
            acquisition.

            For purposes of the foregoing definition, the Company's stockholders
            are deemed to be the indirect owners of any assets,  including stock
            interests, held by the Company or any subsidiary thereof.

      4. Term;  Termination;  Effect of Termination.  Unless earlier  terminated
pursuant to this  Paragraph  4, your  position as Director of the Company  shall
expire at the Annual Meeting of Stockholders of the Company held in 2006, unless
you are elected by the  shareholders as a director for another term (such period
shall be referred to herein as the "Term" of this Agreement").

      a. The Board may remove you from your  position as Director  any time upon
an  affirmative  vote  of  the  majority  of  the  members  of  the  Board.  The
shareholders  of the  Company  may  vote  to  remove  you at any  time  upon  an
affirmative  vote of the  holders of the issued  and  outstanding  shares of the
Company.

      b. You may  resign  from  your  position  as  Director  at any time to the
Company; however, we would hope that you provide us with reasonable notice prior
thereto.

      5. In the event your service as Director is  terminated or you resign from
the Board or are removed from the Board,  then the Company shall have no further
obligation to you other than for  compensation  earned  through the date of such
resignation .  Notwithstanding  anything in this Agreement to the contrary,  any
shares of Common Stock which have vested prior to such termination  shall remain
exercisable for a period of one (1) year from such date.


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<PAGE>

      6.  Indemnification;  Legal  Fees.  During  the term of your  service  and
thereafter,  the Company shall indemnify you to the full extent permitted by law
and the by-laws of the Company for all expenses,  costs,  liabilities  and legal
fees  which  you may  incur  in the  discharge  of your  duties  hereunder  . In
addition,  the Company shall pay any  reasonable  legal fees which you may incur
related to the negotiation and consummation of this Agreement,  such payments to
be made  directly  to your  counsel  in  accordance  with the  Company's  normal
accounting  practices  upon receipt of a detailed  copy of the bill for services
rendered from your counsel.

            Notwithstanding  the  foregoing,  you shall not be  entitled  to any
      indemnification  with respect to any claim arising  directly or indirectly
      if (i) your acts were  committed in bad faith or were the result of active
      and deliberate  dishonesty,  (ii) you gained any financial profit or other
      advantage to which you were not legally  entitled;  (iii) you made profits
      from the purchase or sale of securities of the Company  within the meaning
      of Section 16 of the Securities Exchange Act of 1934 or similar provisions
      of any state;  or (iv) payment by the Company under this  Agreement is not
      permitted by applicable law.

      7. No Employment.  Execution of this Agreement in no way creates, norshall
this Agreement be interpreted as creating, an employment, agency, partnership or
joint venture between you and the Company.

      8. Assignment. Neither you nor the Company may make any assignment of this
Agreement or any interest herein, by operation of law or otherwise,  without the
prior  written  consent of the other;  provided,  however,  that the Company may
assign its rights and obligations  under this Agreement  without your consent to
any  person  with whom the  Company  shall  hereafter  affect a  reorganization,
consolidation  or merger or to whom the Company  transfers all or  substantially
all of its properties or assets.  This Agreement  shall insure to the benefit of
and be binding upon you and the Company and each of your respective  successors,
executors, administrators, heirs and permitted assigns.

      9. Waiver.  Except as otherwise  expressly provided in this Agreement,  no
waiver of any  provision  hereof shall be  effective  unless made in writing and
signed by the waiving party. The failure of either party to require  performance
of any term or  obligation of this  Agreement,  or the waiver by either party of
any breach of this  Agreement,  shall not prevent any subsequent  enforcement of
such term or obligation or be deemed a waiver of any subsequent breach.

      10.  Severability.  If any portion or provision of this Agreement shall to
any  extent  be  declared  illegal  or  unenforceable  by a court  of  competent
jurisdiction,  then the remainder of this Agreement,  or the application of such
portion  or  provision  in  circumstances  other than those as to which it is so
declared  illegal or  unenforceable,  shall not be  affected  thereby,  and each
portion and provision of this  Agreement  shall be valid and  enforceable to the
fullest extent permitted by law.


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<PAGE>

      11. Notices.  Except as otherwise  expressly provided herein, any notices,
requests,  demands and other communications provided for by this Agreement shall
be in writing and shall be  effective  when  delivered in person or deposited in
the United States mail, postage prepaid,  registered or certified, and addressed
to you at your last known address on the books of the Company or, in the case of
the Company,  at its main office,  attention of the President & Chief  Executive
Officer, with a copy to the Company's Secretary.

      12.  Captions.  The  captions  and  headings  in  this  Agreement  are for
convenience  only and in no way define or  describe  the scope or content of any
provision of this Agreement.

      13. Entire  Agreement.  This Agreement sets forth the entire agreement and
understanding   between   you  and  the  Company   and   supersedes   all  prior
communications, agreements and understandings, written and oral, with respect to
the terms and conditions of your position as a member of the Board of Directors.
This Agreement may not be amended or modified, except by an agreement in writing
signed by you and the President & Chief Executive Officer or other  specifically
authorized representative of the Company.

      14.  Governing  Law.  This  Agreement  shall be  governed,  construed  and
enforced  in  accordance  with the laws of New  Jersey,  without  regard  to the
conflict of laws principles thereof. To the extent applicable,  the federal laws
of the United  States and the  corporate  laws of the State of Utah (or whatever
state the Company is  incorporated  in and subject to) shall  govern your rights
and duties as a director of the Company.

      15. No Conflicting  Agreements.  You hereby  represent to the Company that
neither your execution and delivery of this Agreement nor your acceptance of the
position of Director for the Company nor your  performance  under this Agreement
and the law  will  conflict  with or  result  in a breach  of any of the  terms,
conditions  or provisions of any agreement to which you are a party or are bound
or any order,  injunction,  judgment  or  decrees  of any court or  governmental
authority or any arbitration award applicable to you.

      16.  Compliance  with  Agreement.  The  Company's  obligations  under this
Agreement  and its  obligation  to  deliver  stock  under the terms of the stock
options granted  pursuant to the terms of this Agreement are conditioned on your
compliance with the terms and conditions of this Agreement.


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<PAGE>

If the  foregoing is  acceptable  to you,  please sign the enclosed copy of this
letter in the space  provided  below and return it to me,  whereupon this letter
and such copy will constitute a binding agreement between you and the Company on
the basis set forth above as of the date first above written.

Sincerely yours,
Datigen.com, Inc.
By:


      /s/ Edward Braniff
      -----------------------
      Edward Braniff
      Chief Financial Officer



Accepted and Agreed: /s/ Aharon Y. Levinas     Date: July 29, 2005
                     ---------------------


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</DOCUMENT>
