MASTER SERVICES AGREEMENT

THIS MASTER SERVICES AGREEMENT (the “Agreement”) dated this 29th day of September, 2008 (“Effective Date”), is between Dancing Bear Investments, Inc., a Florida corporation (the “Provider”) and theglobe.com, inc., a Delaware corporation (the “Company”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article XII hereof.

WHEREAS , the Company has sold substantially all of its assets and, consequently, no longer has any full-time employees, but intends to continue to remain a “public company” and comply with its reporting obligations under the Securities Exchange Act of 1934, as amended; and

WHEREAS , the directors of the Company have requested that the Provider perform certain of the Services for the Company previously provided by its employees pursuant to the terms of this Agreement; and

WHEREAS , the Provider has agreed to provide or cause its affiliates to provide the Services on the terms and conditions set forth in this Agreement.

NOW, THEREFORE , in consideration of the foregoing and subject to the terms, conditions, covenants and provisions of this Agreement, the parties mutually covenant and agree as follows:

ARTICLE I

Section 1.1.   SERVICES GENERALLY. Except as otherwise provided herein, for the term determined pursuant to Article II hereof, the Provider shall provide or cause to be provided to the Company the service(s) described in the Services Schedule attached hereto, which schedule constitutes part of this Agreement. Each service described on the Services Schedule shall be referred to herein as a “Service.” Collectively, all the services described on the Services Schedule (including Additional Services) shall be referred to herein as “Services.” All Services shall be subject to the direction of the Company’s Board of Directors and executive officers.

Section 1.2.   SERVICE BOUNDARIES. Except as provided in the Services Schedule for a specific Service, the Provider shall provide or cause to be provided the Services to the same extent and at the same level (adjusted for the diminution or cessation of the Company’s operations) as such Services were being provided to the Company immediately prior to the Effective Date.

Section 1.3.   IMPRACTICABILITY. The Provider shall not be required to provide any Service to the extent the performance of such Service becomes commercially impracticable as a result of a cause or causes outside its reasonable control (“Impracticable” or Impracticability”), including, without limitation, to the extent the performance of such Services would require it to violate any applicable laws, rules or regulations or would result in the breach of any applicable contract; provided, that the Provider shall provide prompt written notice of its intended cessation of any Service for Impracticability; and provided, further, that no Service shall be terminated with less than sixty (60) days prior written notice unless a shorter period of notice is required by applicable laws or regulations.

Section 1.4.   ADDITIONAL SERVICES. From time to time after the Effective Date, the Company may request that the Provider provide services in addition to the Services provided in the Services Schedule (“Additional Services”). The Company shall so notify the Provider in writing and the Company will negotiate in good faith any additional charge relating to the provision of Additional Services, with a view towards the provision of such Additional Services; provided, however, that nothing in this Section 1.4 shall create the obligation for the Provider to provide any such Additional Services.

ARTICLE II

The term of this Agreement shall commence on the Effective Date and shall remain in effect for one year (the “Expiration Date”), unless earlier terminated under Article V or as otherwise provided in the Services Schedule or extended in whole or in part for an additional one-year period. The parties may agree on an earlier expiration date with respect to a specific Service by specifying such date on the Services Schedule.

ARTICLE III

Section 3.1.   CHARGES FOR SERVICES. As consideration for the Services, the Company will pay the fees indicated on the Services Schedule which shall be equal to twenty thousand dollars ($20,000) per month ($240,000 per annum). Such fees may be amended from time to time with the mutual consent of the parties. Except as set forth in Article X hereof, the Company and the Provider shall each be responsible for their own internal fees, costs and expenses (e.g., salaries of personnel) incurred in connection with the provision of Services under this Agreement.

Section 3.2.   PAYMENT TERMS. The Provider shall bill the Company on a monthly basis for amounts owed under and incurred hereunder during the prior month. The Company shall pay the Provider for all Services provided hereunder within thirty (30) days after receipt of an invoice therefore.

Section 3.3.   PRICING ADJUSTMENTS. In the event of an adjustment relating to the pricing of any or all Services provided pursuant to this Agreement in which it is determined by a Taxing Authority that any of the charges, individually or in combination, did not result in an arm’s-length payment, then the parties, including any Provider subcontractor providing Services hereunder, may make adjustments to the charges in question for such period but only to the extent necessary to achieve arm’s-length pricing. Any adjustment made pursuant to this Section 3.3 at any time during the term of this Agreement or after termination of this Agreement shall be reflected in the parties’ books and records, and the resulting underpayment or overpayment shall create, respectively, an obligation to be paid in the manner specified in Section 3.2, or shall create a credit against amounts owed under this Agreement.

ARTICLE IV

Section 4.1.   STANDARD OF CARE: PROVIDER. Subject to the terms and conditions of this Agreement, the Provider shall use commercially reasonable efforts to maintain sufficient resources to perform its obligations hereunder. The Provider shall use all reasonable efforts to provide the Services in accordance with the policies, procedures and practices in effect before the Effective Date and shall exercise the same care and skill as it exercises in performing the same or similar services for itself, with priority equal to that provided to its own businesses or those of any of its affiliates, Subsidiaries or divisions.

Section 4.2.   STANDARD OF CARE: COMPANY. The Company shall use commercially reasonable efforts, in connection with receiving Services, to follow the policies, procedures and practices in effect before the Effective Date, including (a) providing information and documentation sufficient to enable the performance of the Services as they were performed before the Effective Date and (b) making available, as reasonably requested by the Provider, sufficient resources and timely decisions, approvals and acceptances so that the Provider may perform its obligations in a timely and expeditious manner.

Section 4.3.   RESPONSIBILITY FOR ERRORS; DELAYS. The Provider’s sole responsibility to the Company:

(a)   for errors or omissions in Services, shall be to furnish correct information and/or adjust the Services, at no additional cost or expense to the Company; provided, the Company must promptly advise the Provider of any such error or omission of which it becomes aware after having used reasonable efforts to detect any such errors or omissions in accordance with the standard of care set forth in Section 4.2; and

(b)   for failure to deliver any Service because of Impracticability, shall be to use commercially reasonable efforts to make the Services available within the time frame set forth in Section 1.3.

Section 4.4.   GOOD FAITH COOPERATION; CONSENTS. The parties will use good faith efforts to cooperate with each other in all matters relating to the provision and receipt of Services. Such cooperation shall include exchanging information, performing adjustments, and obtaining all third party consents, licenses, sublicenses or approvals necessary to permit each party to perform its obligations hereunder. The reasonable costs of obtaining such third party consents, licenses, sublicenses or approvals shall be borne by the Company. The parties will maintain, in accordance with each of their standard document retention procedures, documentation supporting the information relevant to cost calculations and cooperate with each other in making such information available as needed in the event of a Tax Audit.

Section 4.5   ALTERNATIVES. If the Provider reasonably believes it is unable to provide any Service because of a failure to obtain necessary consents, licenses, sublicenses or approvals pursuant to Section 4.4 or because of Impracticability, the parties shall cooperate to determine the best alternative approach. Until such alternative approach is found or the problem is otherwise resolved to the satisfaction of the parties, the Provider shall use commercially reasonable efforts, subject to Section 1.3, to continue providing the Service.

ARTICLE V

(a)   Except as otherwise specifically provided in the Services Schedule, this Agreement will automatically terminate with respect to all Services on the date specified herein; provided, however, that the term of this Agreement may be extended by the mutual agreement of the parties in writing for a specified period beyond such date, either in whole or with respect or one or more of the Services.

(b)   The Company may terminate this Agreement, either with respect to all or with respect to any one or more of the Services or portions of the Services provided to the Company hereunder, for any reason or for no reason, at any time upon sixty (60) days prior written notice to the Provider; provided, however, that once terminated, any such Service may be reinstituted only with the Provider’s consent.

(c)   Either party may terminate this Agreement with respect to a specific Service if the other party materially breaches a material provision with regard to that particular Service and does not cure such breach (or does not take reasonable steps required under the circumstances to cure such breach going forward) within thirty (30) days after being given notice of the breach; provided, however, that if such breach relates to a good faith dispute by the non-terminating party, the non-terminating party may request that the parties engage in a dispute resolution negotiation as specified in Article XI below prior to termination for breach.

(d)   This Agreement may be terminated at any time prior to the Effective Date by the Provider and, if so terminated, all transactions taken in connection therewith shall be void. In the event of termination pursuant to this Section 5.1(d), no party shall have any liability of any kind to the other party.

Section 5.2.   SURVIVAL. The following obligations shall survive the termination of this Agreement: (a) for the period set forth therein, the obligations of each party under Articles IV and VIII and (b) the Provider’s right to receive the compensation for the Services provided through the date of termination. Notwithstanding the foregoing, in the event of any termination with respect to one or more, but less than all Services, this Agreement shall continue in full force and effect with respect to any Services not terminated hereby.

Section 5.3   USER IDS; PASSWORDS. The parties shall use good faith efforts at the termination or expiration of this Agreement or any specific Service hereto to ensure that all applicable user IDs and passwords are canceled.

The relationship between the parties established under this Agreement is that of independent contractors and neither party is an employee, agent, partner, or joint venturer of or with the other. The Provider will be