Joystar, Inc., incorporated on February 5, 1998, is a travel agency network. The Company specializes in selling complex travel products, including cruises, vacation packages and group travel through its national sales force of over 2,500 independent travel agents. Joystar's business solutions combine technology, marketing opportunities and support services to independent and home-based travel agents, giving them more time to sell travel. On June 4, 2004, Joystar, Inc., a wholly owned subsidiary of the Company, was officially merged with and into Joystar, Inc., formerly Advanced Refrigeration Technologies, Inc. Joystar helps professional travel agents to concentrate on promoting travel and to service their clients without the administrative and financial burden of owning/operating a traditional storefront travel agency. The Company is developing a global travel marketplace, in which travel suppliers can reach, in an efficient manner, a large audience of consumers who are actively planning and purchasing complex travel products, including cruises and vacation packages. Joystar has two revenue and distribution model, the travel agency model and the host agency model. Under the travel agency model, the Company acts as either an intermediary, or a merchant. When it transacts travel bookings acting as an intermediary in the transaction, the Company passes a customer's reservation to the travel supplier, including airline, hotel, cruise line and car rental. It receives a commission from the travel supplier after the travel is completed. In the agency transaction, the supplier sets the retail price paid by the customer, and is the merchant of record for the transaction. In a merchant transaction, Joystar receives access to consolidator fares (wholesale airline seats and hotel rooms) from suppliers at discounted rates. Joystar determines the mark-up and processes the transactions as the merchant of record. Acting as a merchant enables Joystar to provide better prices to customers than an agency transaction. Under the host agency model, Joystar provides syndicated technology, hosting and support services to a network of professional home-based travel agents. Joystar provides its agents with all of the training, tools and back office support for them to operate a business. In addition to the commissions earned, Joystar's national sales force of independent agents is granted stock options in the Company.

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