EXHIBIT 10.50

                          Oasis@work Sponsor Agreement

This Sponsor Agreement is made and entered into effective this 28th day of June,
2000 by and between  Surgical  Safety  Products,  Inc., a corporation  organized
under the laws of the State of New York and having it's principal office at 2018
Oak Terrace,  Sarasota,  FL 34231  (hereinafter  referred to as SURG) and United
States Surgical,  a division of Tyco Healthcare Group LP, a limited  partnership
organized  under the laws of the State of  Delaware  and  having  its  principal
office at 150 Glover  Avenue,  Norwalk,  CT 06856  (hereinafter  referred  to as
"Sponsor").

                                   Witnesseth:

Whereas,  SURG is the creator and sole owner of the rights to  Oasis@work  which
consists of a data center and network for clinical information; and

Whereas, Oasis@mydesk is a software application designed to facilitate access to
Oasis@work and which is designed to be installed on a client's personal computer
from a CD-ROM or other means with live links to the Oasis@work data center; and

Whereas,  Oasis@mydesk  may  contain a limited  amount of the actual  Oasis@work
applications,  specific  conversion  tools  designed to convert a hospital  from
Oasis@mydesk clients to Oasis@work network clients, and unspecified applications
featuring licensed intellectual properties from AORN, Inc.; and

Whereas,  within any calendar quarter,  any user or anyone accessing any content
within  Oasis@work  will be  recorded  as a  registered  user for the purpose of
determining user-fees referenced herein; and

Now therefore,  in consideration of the promises and covenants  contained herein
and other good and valuable considerations, the receipt and sufficiency of which
are hereby acknowledged, SURG and Sponsor do hereby agree as follows:

PROMOTIONAL  CONSIDERATION  For  participation in the Oasis@mydesk  program each
Sponsor may receive  promotional  consideration in several formats.  While it is
likely, but not guaranteed, that the promotional benefits will exceed this list,
the following is a minimum guaranteed offering.

PACKAGING: Sponsor will receive logo recognition on packaging or liner notes for
at least 40,000 CD-ROMs targeted  towards,  but not limited to, members of AORN.
Such CD- ROMS  shall be  delivered  to the AORN  members  no later than April 1,
2001.

LABELING:  Sponsor will receive text  recognition on the actual CD-Rom label for
at least 40,000 CD-ROMs targeted towards, but not limited to, members of AORN.


                                   Page 1 of 7

<PAGE>



DISPLAY ADVERTISING:  Sponsor will receive recognition in display advertisements
to appear in at least twelve monthly issues of the AORN Journal.

ADDITIONAL CD-ROMS:  Sponsor will receive 1000 additional copies of the
Oasis@mydesk CD-ROM for distribution to its customers in any manner deemed
appropriate.

URL LINK:  Sponsor  may elect to allow an  Internet  link from the  Oasis@mydesk
application   directly  to  Sponsor's  web  site.  In  the  event  the  link  is
established,  the  appearance  of  Sponsor's  website  may follow  either of two
formats,  the choice of which is solely that of SURG:  (i) the link may create a
new browser  window  within  which the  Sponsor's  website  information  will be
displayed, or (ii) the Sponsor's web site may appear within Oasis the program.

EDUCATIONAL  PARTICIPATION  To  establish a good and  valuable  application  for
providing  educational  opportunities to Oasis@mydesk  users,  Sponsor agrees to
support this effort as follows:

NETWORK  INSERVICES:  Sponsor may provide  content,  in digital format,  for the
creation  of up to 140  device  and/or  product  inservices,  the final form and
design of which is under the sole  discretion  of SURG.  These basic  inservices
will reside on the  Oasis@work  data center for access from anywhere  within the
Oasis@work and Oasis@mydesk network, and each inservice shall be accessible over
said network within thirty (30) days after delivery of such completed  inservice
to SURG by Sponsor.

RESEARCH  OPPORTUNITIES As a result of the direct link  established  between the
Sponsor and the Oasis@mydesk  end-user,  it is likely, but not guaranteed,  that
supplemental  opportunities  will  exist for  Sponsor  to  communicate  with the
end-user for the purpose of conducting consumer research.  Sponsor is guaranteed
participation in at least the following:

VIRTUAL  SURVEYS:  Sponsor may elect to utilize a  virtual-survey  research tool
allowing the Sponsor to send electronic surveys directly to specific  healthcare
workers  or  groups  of  healthcare   workers.   The   specifications   of  this
virtual-survey tool shall be determined by SURG at its sole discretion.  Sponsor
understands that this is paid for on a transactional basis as outlined herein.

FINANCIAL  COMMITMENT AND TERMS The following fees, totaling $500,000,  shall be
due with respect to this and certain prior agreements,  paid by wire transfer to
the account  designated by SURG or otherwise by cleared funds which shall be due
on August 10, 2000 and deemed paid upon receipt by SURG:

SERVICES  PROVIDED  UNDER  PRIOR  AGREEMENTS:  In  addition  to any other  prior
agreement  fees already  paid to SURG by Sponsor,  the sum of $300,000 is due in
consideration for all services, both tangible and intangible, provided under the
Prior Agreements (defined hereinbelow) through June 28, 2000.


                                   Page 2 of 7

<PAGE>



ANNUAL LICENSE FEE: This represents a one-year commitment. Sponsor agrees to pay
an annual license for  participation  in this program in the amount of $200,000.
In the event this  program,  or one  substantially  similar  to this  program is
extended by mutual  agreement of the parties beyond  one-year,  at the option of
SURG the Sponsor may elect to  participate  on a right of first refusal basis at
the rate as determined at that time. SURG makes no representation or warranty to
Sponsor with regard to the content to be contained on the CD- ROMs or its use by
recipients.  Nothing  contained  herein shall guarantee to Sponsor any rights to
participate in any  additional or future  programs or  distributions  offered by
SURG.

INSERVICE  PRODUCTION FEES: Sponsor agrees to provide all content for production
in digital format, and as such, will be billed $1,000 per inservice module. SURG
acknowledges  receipt of $140,000 from Sponsor in full payment for 140 inservice
modules,  of which 110 have not yet been  completed.  Sponsor may complete  said
inservice modules or not at its discretion. If Sponsor elects to provide content
for the  remaining  110  inservices,  then  content must be delivered to SURG no
later  than  May  1,  2001.  The  payment   referenced   herein,   however,   is
non-refundable, irrespective of whether Sponsor provides less than 140 inservice
modules.

VIRTUAL  SURVEY FEES:  Sponsor agrees that,  should Sponsor  utilize the Virtual
Survey product, a transactional fee of $5 per returned and completed survey will
be assessed in addition to any other fees referenced herein.  These fees will be
calculated by SURG on a monthly basis and will be itemized by invoice  submitted
to Sponsor. Payment terms for SURG invoices to Sponsor are net 30.

TERM
This Agreement  shall  commence on the date hereof and shall  terminate one year
thereafter, unless extended by mutual agreement of the parties.  Notwithstanding
the foregoing,  the provisions  herein titled  Termination of Prior  Agreements,
Mutual Release,  Indemnification  of SURG and  Indemnification  of Sponsor shall
survive such termination.

NOTICE

All written notices  required or permitted  hereunder shall be deemed  effective
and duly given:

               (i) when personally delivered;

               (ii) when sent by telephone facsimile (the sender shall also send
               a "hard copy" following the facsimile,  however, the notice shall
               be effective upon the  transmission of the facsimile if confirmed
               by  Sender  with  words  "Confirming   delivery  of  notice  from
               ----------------");

               (iii) one day after  depositing  in the  custody of a  nationally
               recognized receipted overnight delivery service; or (iv) at least
               three (3) days after  posting in the United  States  first class,
               registered or certified mail; and,

                                   Page 3 of 7

<PAGE>



               in the case of (iii)  or (iv)  above  with  postage  prepaid  and
               addressed  to the  recipient  at its  address  as  set  forth  as
               follows:

TO SURG:                 Surgical Safety Products, Inc. ("SURG")
                         2018 Oak Terrace, Suite 400
                         Sarasota, FL 34231
                         Telecopier Number:  (954) 925-0515

With a copy to:          Sam D. Norton, Esq.
                         Norton, Gurley, Hammersley & Lopez
                         1819 Main Street, Suite 610
                         Sarasota, FL 34236
                         Telecopier Number:  (941) 954-2128

To Sponsor:              Legal Department
                         United States Surgical
                         150 Glover Avenue
                         Norwalk, CT 06856

Editorial Rights SURG reserves  absolute right to determine size,  placement and
relational organization of all promotional considerations afforded all Sponsors.

Usage The rate of  installation  and  participation  by anyone at all  cannot be
guaranteed.

Relationship of the Parties.  During the term hereof,  the relationship  between
SURG and  Sponsor is that of  Licensor  and  Licensee.  Sponsor,  its agents and
employees shall, under no circumstances,  be deemed agents or representatives of
SURG.  Nothing  contained  herein  shall  be  construed  as a joint  venture  or
partnership between SURG and Sponsor.

Termination of Prior  Agreements.  This agreement  terminates and supersedes all
prior agreements,  if any, between the parties and their  affiliates,  including
the  agreements  dated  October  28,  1998  and July 30,  1999  between  SSP and
Sponsor's affiliate, United States Surgical Corporation (collectively the "Prior
Agreements").  With regard to this agreement,  each party  acknowledges  that no
representation or statement,  and no understanding or agreement,  has been made,
or exists and that entering into this agreement, it has not relied upon anything
done or said or upon any  presumption  in fact or in law,  with  respect to this
agreement,  or with respect to the relationship between the parties,  other than
as expressly set forth in this agreement.

Mutual  Release.  Upon  execution  of this  Agreement,  with  the  exception  of
non-disclosure,  confidentiality  agreements,  and  restrictions  on the  use of
proprietary  information  signed by Sponsor and SURG,  SURG hereby  releases and
forever discharges on behalf of Sponsor any and all claims,  actions,  causes of
action, suits, debts, dues, accounts, bonds, covenants,  contracts,  agreements,
judgments  and demands  whatsoever in law or equity,  past or present,  known or
unknown,   against  Sponsor,   its   subsidiaries,   affiliates,   predecessors,
successors, officers, directors, agents, attorneys, representatives,  employees,
past or present, or any of

                                   Page 4 of 7

<PAGE>



them relating in any way to the Prior  Agreements or transactions or liabilities
in any way  connected  with  the  Prior  Agreements.  Likewise,  Sponsor  hereby
releases  and  forever  discharges  on behalf  of  Sponsor  any and all  claims,
actions,  causes of action,  suits,  debts, dues,  accounts,  bonds,  covenants,
contracts,  agreements,  judgments and demands whatsoever in law or equity, past
or present,  known or  unknown,  against  SURG,  its  subsidiaries,  affiliates,
predecessors,    successors,    officers,    directors,    agents,    attorneys,
representatives,  employees, past or present, or any of them relating in any way
to the Prior Agreements or transactions or liabilities in any way connected with
the Prior Agreements.

Indemnification  of SURG.  Sponsor hereby agrees to indemnify and hold SURG, its
employees,  officers,  directors and agents harmless with respect to any losses,
liability  or costs  incurred by SURG,  its  officers,  employees,  directors or
agents arising out of any product liability or other malfunction of any products
of Sponsor  sold or  displayed  pursuant  to the product  inservices  referenced
herein.  SURG shall be entitled to place disclaimers in a conspicuous  manner on
the network deemed acceptable to SURG.

Indemnification  of Sponsor.  SURG hereby  agrees to indemnify and hold Sponsor,
its  employees,  officers,  directors  and agents  harmless  with respect to any
losses,  liability  or costs  incurred  by  Sponsor,  its  officers,  employees,
directors or agents  arising out of any product  liability or negligence of SURG
relating to the services referenced herein.

Assignment.  This  agreement may not be assigned,  encumbered or  transferred by
either  party  without  the  prior  written  consent  of the other  party.  This
agreement shall be binding upon the successors of the parties.

Entire Agreement.  This Agreement  constitutes the entire agreement between SURG
and Sponsor  respecting  the  subject  matter  hereof.  It shall not be amended,
altered, or changed except by a written agreement signed by the parties hereto.

Governing  Law.  This  agreement  and the site  sublicense  agreements  shall be
governed by and construed in  accordance  with the laws of the State of Florida.
The venue of any action brought to enforce this agreement or any site sublicense
agreement shall be Sarasota County, Florida.

Attorney's  Fees. In the event of litigation  arising out of this  agreement the
prevailing party shall be entitled to an award of its reasonable attorney's fees
and costs incurred both at the trial and appellate levels.

Confidentiality.  SURG  understands  and  acknowledges  that Sponsor and Sponsor
understands  and  acknowledges  that SURG operates under the laws,  statutes and
regulations of various state and federal  agencies,  some of which are unique to
the security-sensitive  medical industry.  Both SURG and Sponsor shall endeavor,
to the extent  permitted  by law,  make  reasonable  efforts to comply  with the
reasonable  written  instructions  and reasonable  written requests of the other
regarding  security and  confidentiality  pertaining  to this  Agreement and all
other aspects of the  relationship  between the parties and information  that is
exchanged,  shared or handled by either  party to this  Agreement.  Both parties
agree and

                                   Page 5 of 7

<PAGE>



do hereby  agree that all  information  which  could  reasonably  be  considered
"Confidential"  by  the  other  will  not be  distributed  to  their  employees,
affiliates or to the general  public,  except on a "Need to Know Basis." For the
purposes  of this  section  only,  Confidential  Information  shall  include any
non-public  information  that the  disclosing  party  reasonably  designates  as
confidential,  or which under the circumstances  surrounding disclosure,  should
reasonably be considered confidential. Confidential information includes, but is
not limited to information relating to a Party's released or unreleased software
and hardware  products,  business policies and practices  including all tangible
and intangible materials containing  information that is not public or not known
to the public  whether or not it is in written or printed  form or whether it is
machine or user readable or not.

Breach.  In the event of a breach of this agreement,  the parties shall have all
rights and remedies provided for at law and in equity. The obligation to pay the
fees referenced herein shall be the obligation of Sponsor.

Miscellaneous.  Nothing  contained  in this  agreement  shall  be  construed  as
conferring by implication,  estoppel or otherwise upon Sponsor any license under
any trade secrets or know- how of SURG and no such license or other rights shall
arise from this agreement or from any acts,  statements or dealings resulting in
the execution of this agreement.  SURG retains all ownership rights with respect
to the  Oasis@work  system,  its contents now existing or as may be developed in
the  future.  No  representation  or  warranty  has been or is made by SURG with
respect to any  services or products  sold or  provided  through the  Oasis@work
system by  others,  it being  understood  that SURG  shall not be liable for any
loss,  damage or expense  arising  from any claim with  respect to  services  or
products  provided  via  Oasis@work  by those  other  than  SURG.  Accuracy  and
reliability of content on Oasis@work is the sole  responsibility  of the Content
Provider  posting  the  content or  otherwise  authorizing  the  posting of said
content.

IN WITNESS WHEREOF,  the undersigned have executed this agreement  effective the
day and year set forth above.

SURGICAL SAFETY PRODUCTS, INC.        UNITED STATES SURGICAL


By: /s/ Donald Lawrence               By: /s/ Kevin Gould

Title: President                      Title: President


Date:                                 Date:




                                   Page 6 of 7

<PAGE>



Agreed  to as to the  Sections  titled  "Termination  of Prior  Agreements"  and
"Mutual Release".

UNITED STATES SURGICAL CORPORATION


By: /s/ Kevin Gould


Title: President

Date:




                                   Page 7 of 7

<PAGE>


                    ADDENDUM TO OASIS@WORK SPONSOR AGREEMENT



OTHER  TYCO  HEALTHCARE  COMPANIES  Additional  Tyco  companies,  at their  sole
discretion,  may elect to participate in this Oasis  initiative or other similar
Oasis  programs  from  time  to  time.  These  additional  participants  will be
addressed on an individual basis and under separate contract.

CO-MARKETING OF OASIS/AORN  INITIATIVE  Promotional  consideration is granted to
the Oasis and AORN  marketing  initiative for the term of one year from the date
of this agreement.  Specifically, USS agrees to review possible inclusion of the
Oasis logo and specific wording indicating USS's participation in this agreement
within USS display  advertising,  the exact size,  placement,  and form of which
shall be mutually agreed upon prior to publication of any such advertising. This
promotional  consideration  may  include,  but is not limited  to, AORN  Journal
advertisements,  Surgical Services Management advertisements,  Surgical Products
Magazine advertisements,  and the www.ussurg.com website. Camera-ready art shall
for any such advertising shall be furnished by SURG.

IN WITNESS  WHEREOF,  the undersigned have executed this addendum in conjunction
with the Oasis@work Sponsor Agreement dated June 28, 2000.

SURGICAL SAFETY PRODUCTS, INC.                UNITED STATES SURGICAL


By: /s/ Donald Lawrence                       By: /s/ Kevin Gould

Title: President                             Title: President

Date:  _____________________________         Date:  ________________________