Exhibit 4.1

NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE
NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE
SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED
OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR
THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION
OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY
ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS
SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE
FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN
ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.


                              EMPIRE GLOBAL CORP
                                  WARRANT
                          TO PURCHASE COMMON STOCK


Issue Date: February 29, 2016 (the "Issue Date")

Warrant Number: 15

THIS WARRANT IS TO CERTIFY THAT, the registered holder hereof or its permitted
assigns (the "Holder"), is entitled, subject to the terms set forth below,
to purchase from Empire Global Corp., a Delaware corporation (the
"Company"), 130,435 shares of the Company's common stock (the "Common
Stock"), at $1.15 per share, as adjusted from time to time pursuant to Section
2 hereof (the "Exercise Price"). Subject to the terms and conditions hereof,
this Warrant may be exercised by the Holder at any time after the six month
anniversary of the Issue Date but prior to the third anniversary of the Issue
Date (as further defined herein, the "Expiration Date"), in whole or in
part.


Section 1.  Exercise of Warrant.


a.  Mechanics of Exercise.

    (i)     This Warrant may be exercised by the Holder, in whole or in part, by
            delivering to the Company at its office identified in Section 14
            hereof (i) a written notice of exercise, in the form attached
            hereto as Exhibit A (the "Notice of Exercise"), including the
            number of Warrant Shares to be delivered pursuant to such exercise,
            (ii) this Warrant and (iii) payment to the Company of an amount
            equal to the Exercise Price multiplied by the number of Warrant
            Shares as to which this Warrant is being exercised (the
            "Aggregate Exercise Price") in cash or wire transfer of
            immediately available funds.

    (ii)    The Holder shall not be required to surrender this Warrant in order
            to effect an exercise hereunder, provided that this Warrant is
            surrendered to the Company by the second Business Day following the
            date on which the Company has received each of the Notice of
            Exercise and the Aggregate Exercise Price (the "Exercise Delivery
            Documents"). On or before the first Business Day following the
            date on which the Company has received the Exercise Delivery
            Documents, the Company shall transmit by email or facsimile an

                                      1
<PAGE>

            acknowledgment of confirmation of receipt of the Exercise Delivery
            Documents to the Holder and the Company's transfer agent (the
            "Transfer Agent"). The Company shall deliver any objection to
            the Exercise Delivery Documents on or before the second Business
            Day following the date on which the Company has received all of the
            Exercise Delivery Documents. In the event of any discrepancy or
            dispute, the records of the Company shall be controlling and
            determinative in the absence of manifest error. On or before the
            third Business Day following the date on which the Company has
            received all of the Exercise Delivery Documents and after the
            Company has received this Warrant (the "Share Delivery Date"),
            the Company shall, (A) provided that the Transfer Agent is
            participating in The Depository Trust Company ("DTC") Fast
            Automated Securities Transfer Program (the "FAST Program") and
            so long as the certificates therefor are not required to bear a
            legend regarding restriction on transferability, upon the request
            of the Holder, credit such aggregate number of shares of Common
            Stock to which the Holder is entitled pursuant to such exercise to
            the Holder's or its designee's balance account with DTC through
            its Deposit Withdrawal Agent Commission system, or (B) if the
            Transfer Agent is not participating in the FAST Program or if the
            certificates are required to bear a legend regarding restriction on
            transferability, issue and dispatch by overnight courier to the
            address as specified in the Notice of Exercise, a certificate,
            registered in the Company's share register in the name of the
            Holder or its designee, for the number of shares of Common Stock to
            which the Holder is entitled pursuant to such exercise. Upon
            delivery of the Exercise Delivery Documents and surrender of this
            Warrant, the Holder shall be deemed for all corporate purposes to
            have become the holder of record of the Warrant Shares with respect
            to which this Warrant has been exercised, irrespective of the date
            such Warrant Shares are credited to the Holder's DTC account or
            the date of delivery of the certificates evidencing such Warrant
            Shares, as the case may be.

    (iii)   If this Warrant is submitted in connection with any exercise
            pursuant to this Section 1(a) and the number of Warrant Shares
            represented by this Warrant submitted for exercise is greater than
            the number of Warrant Shares being acquired upon an exercise, then
            the Company shall as soon as practicable and in no event later than
            five (5) Business Days after any exercise and at its own expense,
            issue a new Warrant representing the right to purchase the number
            of Warrant Shares purchasable immediately prior to such exercise
            under this Warrant, less the number of Warrant Shares with respect
            to which this Warrant is exercised.

b.  Payment upon exercise.

    (i)     Payment upon exercise may be made at the option of the Holder either
            in (i) cash, wire transfer or by certified or official bank check
            payable to the order of the Company equal to the applicable
            aggregate Purchase Price, or (ii) on a cashless basis so that upon
            such exercise the total number of shares of Common Stock issuable
            to the holder shall be adjusted in a manner set forth in Section
            1(c) below. Notwithstanding the immediately preceding sentence, in
            the event that the Holder exercises this Warrant on a cashless
            basis, the Company shall issue a warrant to purchase an additional
            65,218 Common Shares in substantially identical form to this
            Warrant, except that such Warrant must be exercised at $2 per share
            in cash for each 2 Warrant Shares exercised on a cashless basis.
                                      2
<PAGE>

    (ii)    Payment upon exercise of this Warrant must be made in cash at any
            time the Warrant Shares are included for resale in a then effective
            registration statement filed with the Securities and Exchange
            Commission.

c.  Adjustment for cashless exercise

    (i)     Subject to the provisions herein to the contrary, if the Closing
            Trade Price of one share of Common Stock is greater than the
            Purchase Price (at the date of calculation as set forth below), in
            lieu of exercising this Warrant for cash, the holder may elect to
            receive shares equal to the value (as determined below) of this
            Warrant (or the portion thereof being cancelled) by delivery of a
            properly endorsed Warrant Exercise Form delivered to the Company by
            any means executed herewith in which event the Company shall issue
            to the holder a number of shares of Common Stock computed using the
            following formula:

                X = [Y (A-B)]/A

            Where X =   the number of shares of Common Stock to be issued
                        to the Holder

                  Y =   the number of shares of Common Stock purchasable under
                        the Warrant or, if only a portion of the Warrant is
                        being exercised, the portion of the Warrant being
                        exercised (at the date of such calculation)

                  A =   Closing Trade Price

                  B =   Purchase Price (as adjusted to the date of
                        such calculation)

    (ii)    For purposes of Rule 144 promulgated under the 1933 Act, it is
            intended, understood and acknowledged that the Warrant Shares
            issued in a cashless exercise transaction in the manner described
            above shall be deemed to have been acquired by the Holder, and the
            holding period for the Warrant Shares shall be deemed to have
            commenced, on the date this Warrant was originally issued pursuant
            to the Securities Purchase Agreement.

    (iii)   In the event that the price of the Company's Common Stock, as
            published by Bloomberg, shall, for a period of ten consecutive
            trading days, close at more than $4.00 per share, then the Company
            may require Holder to exercise its cashless exercise Warrant shares
            remaining in a manner set forth in Section 1(c)(i).

d.  The stock certificate or certificates for the Warrant Shares to be
    delivered in accordance with this Section 1 shall be in such denominations
    as may be specified in said notice of exercise and shall be registered in
    the name of the Holder or such other name or names as shall be designated
    in said notice. Such certificate or certificates shall be deemed to have
    been issued and the Holder or any other person so designated to be named
    therein shall be deemed to have become the holder of record of such shares,
    including to the extent permitted by law the right to vote such shares or
    to consent or to receive notice as shareholders, as of the time said notice
    is delivered to the Company as aforesaid.



                                      3
<PAGE>

e.  The Company shall pay all expenses payable in connection with the
    preparation, issue and delivery of stock certificates under this Section 1;
    provided, however, that the Holder shall be responsible for all transfer
    taxes resulting from the fact that any certificate issued in respect of the
    Warrant Shares is not in the name of the Holder.

f.  All Warrant Shares issuable upon the exercise of this Warrant in
    accordance with the terms hereof shall be validly issued, fully paid and
    non-assessable, and free from all liens and other encumbrances thereon,
    other than liens or other encumbrances created by the Holder or
    restrictions upon transfer under federal or state securities laws.

g.  In no event shall the warrant be exercised for less than one whole share
    of the Company except in the case of the final exercise of the warrant, and
    in such event the Company shall deliver in cash to such holder an amount
    equal to such fractional interest.

h.  This Warrant is exercisable for a period of three years commencing on
    the date of issuance. If not exercised by that date, this Warrant shall
    expire.


Section 2.  Adjustment of Warrant Shares and Exercise Price.


    If the Company at any time on or after the Issue Date subdivides (by any
stock split, stock dividend, recapitalization, reorganization, scheme,
arrangement or otherwise) one or more classes of its outstanding shares of
Common Stock into a greater number of shares, the number of Warrant Shares will
be proportionately increased and the Exercise Price in effect immediately prior
to such subdivision will be proportionately reduced. If the Company at any time
on or after the Issue Date combines (by any stock split, stock dividend,
recapitalization, reorganization, scheme, arrangement or otherwise) one or more
classes of its outstanding shares of Common Stock into a smaller number of
shares, the number of Warrant Shares will be proportionately decreased and the
Exercise Price in effect immediately prior to such combination will be
proportionately increased. Any adjustment under this Section 2 shall become
effective at the close of business on the date the subdivision or combination
becomes effective.


Section 3.  Rights Upon Distribution of Assets.


    If the Company shall declare or make any dividend or other distribution of
its assets or rights to acquire its assets to the record holders of shares of
Common Stock, by way of return of capital or otherwise (including, without
limitation, any distribution of cash, stock or other securities, property or
options by way of a dividend, spin off, reclassification, corporate
rearrangement, scheme of arrangement or other similar transaction) (a
"Distribution"), then any Exercise Price in effect immediately prior to the
close of business on the record date fixed for the determination of holders of
shares of Common Stock entitled to receive the Distribution shall be reduced,
effective as of the close of business on such record date, to a price determined
by multiplying such Exercise Price by a fraction of which (i) the numerator
shall be the weighted average price of the shares of Common Stock on the Trading
Day immediately preceding such record date minus the value of the Distribution
(as determined in good faith by the Company's Board of Directors) applicable
to one share of Common Stock, and (ii) the denominator shall be the weighted

                                      4
<PAGE>

average price of the shares of Common Stock on the Trading Day immediately
preceding such record date.


Section 4.  Fundamental Transaction.


    Upon the occurrence of any Fundamental Transaction, the Successor Entity
shall succeed to, and be substituted for (so that from and after the date of
such Fundamental Transaction, the provisions of this Warrant referring to the
"Company" shall refer instead to the Successor Entity), and may exercise
every right and power of the Company and shall assume all of the obligations of
the Company under this Warrant with the same effect as if such Successor Entity
had been named as the Company herein. Upon consummation of the Fundamental
Transaction, the Successor Entity shall deliver to the Holder confirmation that
there shall be issued upon exercise of this Warrant at any time after the
consummation of the Fundamental Transaction, in lieu of the shares of the Common
Stock (or other securities, cash, assets or other property purchasable upon the
exercise of the Warrant prior to such Fundamental Transaction), such shares of
stock, securities, cash, assets or any other property whatsoever (including
warrants or other purchase or subscription rights) which the Holder would have
been entitled to receive upon the happening of such Fundamental Transaction had
this Warrant been converted immediately prior to such Fundamental Transaction,
as adjusted in accordance with the provisions of this Warrant. In addition to
and not in substitution for any other rights hereunder, prior to the
consummation of any Fundamental Transaction pursuant to which holders of shares
of Common Stock are entitled to receive securities or other assets with respect
to or in exchange for shares of Common Stock (a "Corporate Event"), the
Company shall make appropriate provision to insure that the Holder will
thereafter have the right to receive upon an exercise of this Warrant within 90
days after the consummation of the Fundamental Transaction but, in any event,
prior to the Expiration Date, in lieu of the shares of the Common Stock (or
other securities, cash, assets or other property) purchasable upon the exercise
of the Warrant prior to such Fundamental Transaction, such shares of stock,
securities, cash, assets or any other property whatsoever (including warrants or
other purchase or subscription rights) which the Holder would have been entitled
to receive upon the happening of such Fundamental Transaction had the Warrant
been exercised immediately prior to such Fundamental Transaction. The provisions
of this Section shall apply similarly and equally to successive Fundamental
Transactions and Corporate Events and shall be applied without regard to any
limitations on the exercise of this Warrant.


Section 5.  Reservation and Authorization of Capital Stock.


    The Company shall, at all times on and after the date hereof, reserve and
keep available for issuance such number of its authorized but unissued shares of
Common Stock as will be sufficient to permit the exercise in full of all
outstanding Warrants, subject to the provisions of Section 2.


Section 6.  Noncircumvention.


    The Company hereby covenants and agrees that the Company will not, by
amendment of its Articles of Incorporation, Bylaws or through any
reorganization, transfer of assets, consolidation, merger, scheme of
arrangement, dissolution, issue or sale of securities or any other voluntary
action, avoid or seek to avoid the observance or performance of any of the terms
                                      5
<PAGE>

of this Warrant, and will at all times in good faith carry out all the
provisions of this Warrant and take all action as may be required to protect the
rights of the Holder. Without limiting the generality of the foregoing, the
Company (i) shall not increase the par value of any shares of Common Stock
receivable upon the exercise of this Warrant above the Exercise Price then in
effect, (ii) shall use all reasonable efforts to take all such actions as may be
necessary or appropriate in order that the Company may validly and legally issue
fully paid and nonassessable shares of Common Stock upon the exercise of this
Warrant and (iii) shall, so long as any of the Warrants are outstanding, take
all action necessary to reserve and keep available out of its authorized and
unissued shares of Common Stock, solely for the purpose of effecting the
exercise of the Warrants, the number of shares of Common Stock as shall from
time to time be necessary to effect the exercise of the Warrants then
outstanding (without regard to any limitations on exercise).


Section 7.  Rights of Shareholders.


    Nothing contained herein shall be construed to confer upon the holder of
this Warrant, as such, any of the rights of a shareholder of the Company or any
right to vote for the election of directors or upon any matter submitted to
shareholders at any meeting thereof, or to give or withhold consent to any
corporate action (whether upon any recapitalization, issuance of stock,
reclassification of stock, change of par value or change of stock to no par
value, consolidation, merger, conveyance, or otherwise) or to receive notice of
meetings, or to receive dividends or subscription rights or otherwise until the
Warrant shall have been exercised and the certificates representing the Warrant
Shares shall have been issued, as provided herein.


Section 8.  Stock and Warrant Books.


    The Company will not at any time, except upon dissolution, liquidation or
winding up, close its stock books or warrant books so as to result in preventing
or delaying the exercise of any Warrant.


Section 9.  Limitation of Liability.


    No provisions hereof, in the absence of affirmative action by the Holder to
purchase Warrant Shares hereunder, shall give rise to any liability of the
Holder to pay the Exercise Price or as a shareholder of the Company (whether
such liability is asserted by the Company or creditors of the Company).


Section 10. Transfer, Division and Combination.


    This Warrant may be transferred without the written consent of the Company.
Any Warrants issued upon the transfer of this Warrant shall be numbered and
shall be registered in a Warrant Register as they are issued. The Company shall
be entitled to treat the registered holder of any Warrant on the Warrant
Register as the owner in fact thereof for all purposes and shall not be bound to
recognize any equitable or other claim to, or interest in, such Warrant on the
part of any other person, and shall not be liable for any registration of
transfer of Warrants that are registered or to be registered in the name of a
fiduciary or the nominee of a fiduciary unless made with the actual knowledge
                                      6
<PAGE>

that a fiduciary or nominee is committing a breach of trust in requesting such
registration or transfer, or with the knowledge of such facts that its
participation therein amounts to bad faith. This Warrant shall be transferable
only on the books of the Company upon delivery thereof duly endorsed by the
Holder or by his duly authorized attorney or representative, or accompanied by
proper evidence of succession, assignment, or authority to transfer. In all
cases of transfer by an attorney, executor, administrator, guardian, or other
legal representative, duly authenticated evidence of his or its authority shall
be produced. Upon any registration of transfer, the Company shall deliver a new
Warrant or Warrants to the person entitled thereto. Notwithstanding the
foregoing, the Company shall have no obligation to cause Warrants to be
transferred on its books to any person if, in the opinion of counsel to the
Company, such transfer does not comply with the provisions of the Securities Act
and the rules and regulations thereunder. This Warrant may be divided or
combined with other warrants of like tenor and representing in the aggregate a
like amount, upon presentation at the aforesaid office of the Company, together
with a written notice specifying the names and denominations in which new
Warrants are to be issued, signed by the Holder or its agent or attorney. Under
this Section 10, the Company shall pay all expenses in connection with the
preparation, issue and delivery of Warrants one time and the Holder shall bear
the all expenses of each subsequent delivery of Warrants through the Expiration
Date. The Company agrees to maintain at its aforesaid office books for the
registration of the Warrants.


Section 11. Loss, Destruction of Warrant Certificates.


    Upon receipt of evidence satisfactory to the Company of the loss, theft,
destruction or mutilation of any warrant and, in the case of any such loss,
theft or destruction, upon receipt of indemnity and/or security satisfactory to
the Company or, in the case of any such mutilation, upon surrender and
cancellation of such Warrant, the Company will make and deliver, in lieu of such
lost, stolen, destroyed or mutilated Warrant, a new Warrant of like tenor and
representing the right to purchase the same aggregate number of Warrant Shares.


Section 12. Amendment and Waiver.


    Except as otherwise provided herein, the provisions of this Warrant may be
amended and the Company may take any action herein prohibited, or omit to
perform any act herein required to be performed by it, if (but only if) the
Company has obtained the written consent from the Holder; provided, that no such
action (other than those contemplated by Sections 3 or 4) may increase the
exercise price of this Warrant or decrease the number of shares or class of
stock obtainable upon exercise of this Warrant without the written consent of
the Holder.


Section 13. Notices Generally.


    Any notice, request, consent, other communication or delivery pursuant to
the provisions hereof shall be in writing and shall be sent by one of the
following means: (i) by registered or certified first class mail, postage
prepaid, return receipt requested; (ii) by facsimile or email transmission with
confirmation of receipt; (iii) by overnight courier service; or (iv) by personal
delivery, and shall be properly addressed to the Holder at the last known
address or facsimile number appearing on the books of the Company, or, except as
                                      7
<PAGE>

herein otherwise expressly provided, to the Company at its principal executive
office at Empire Global Corp., a Delaware corporation (the "Company"), located
at 130 Adelaide Street, West, Suite 701, Toronto, Ontario, Canada M5H 2K4 (Fax:
416-593-7760), Attention: Julian L. Doyle, or such other address, email or
facsimile number as shall have been furnished to the party giving or making such
notice, demand or delivery.


Section 14. Successors and Assigns.


    This Warrant shall bind and inure to the benefit of and be enforceable by
the parties hereto and their respective permitted successors and assigns.


Section 15. Governing Law.


    This Warrant shall be governed by and construed and enforced in accordance
with, and all questions concerning the construction, validity, interpretation
and performance of this Warrant shall be governed by, the internal laws of the
State of New York, without giving effect to any choice of law or conflict of law
provision or rule (whether of the State of New York or any other jurisdictions)
that would cause the application of the laws of any jurisdictions other than the
State of New York.


Section 16. Dispute Resolution Regarding Exercise Price and Warrant Shares.


    In the case of a dispute as to the determination of the Exercise Price or
the arithmetic calculation of the Warrant Shares, the Company shall submit the
disputed determinations or arithmetic calculations within two Business Days of
receipt of the Exercise Notice giving rise to such dispute, as the case may be,
to the Holder. If the Holder and the Company are unable to agree upon such
determination or calculation of the Exercise Price or the Warrant Shares within
five Business Days of such disputed determination or arithmetic calculation
being submitted to the Holder, then the Company shall, within two Business Days
submit the disputed arithmetic calculation of the Warrant Shares to the
Company's independent, outside accountant. The Company shall cause the
accountant to perform the determinations or calculations and notify the Company
and the Holder of the results no later than ten Business Days from the time it
receives the disputed determinations or calculations. Such accountant's
determination or calculation shall be binding upon all parties absent
demonstrable error. The expenses of the accountant will be borne by the Company
unless the accountant determines that the determination of the Exercise Price or
the arithmetic calculation of the Warrant Shares by the Holder was demonstrably
in error, in which case the expenses of the accountant will be borne by the
Holder.


Section 17. Certain Definitions.

    As used in this Warrant, unless the context otherwise requires:

    "Business Day" shall mean any day other than Saturday, Sunday or other day
on which commercial banks in The City of New York are authorized by law to
remain closed.


                                      8
<PAGE>

    "Convertible Securities" shall mean evidence of indebtedness, preferred
stock or other securities directly or indirectly convertible into or
exchangeable for Common Stock

    "Eligible Market" shall mean the NYSE Amex, The New York Stock Exchange,
Inc., The NASDAQ Global Market, The NASDAQ Global Select Market, The NASDAQ
Capital Market, or the OTC Markets LLC.

    "Exchange Act" shall mean the Securities Exchange Act of 1934, as amended.

    "Expiration Date" shall mean the third anniversary of the Issuance Date or,
if such date falls on a day other than a Business Day, the next date that is a
Business Day.

    "Fundamental Transaction" shall mean that the Company shall, directly or
indirectly, in one or more related transactions, (i) consolidate or merge with
or into another Person, (ii) sell, assign, transfer, convey or otherwise dispose
of all or substantially all of the properties or assets of the Company to
another Person, (iii) allow another Person to make a purchase, tender or
exchange offer that is accepted by the holders of more than 50% of the
outstanding shares of Common Stock (not including any shares of Common Stock
held by the Person or Persons making or party to, or associated or affiliated
with the Persons making or party to, such purchase, tender or exchange offer),
(iv) consummate a stock purchase agreement or other business combination
(including, without limitation, a reorganization, recapitalization, spin-off or
scheme of arrangement) with another Person whereby such other Person acquires
more than 50% of the outstanding shares of Common Stock (not including any
shares of Common Stock held by the other Person or other Persons making or party
to, or associated or affiliated with the other Persons making or party to, such
stock purchase agreement or other business combination), (v) reclassify its
Common Stock or (vi) any "person" or "group" (as these terms are used
for purposes of Sections 13(d) and 14(d) of the Exchange Act) is or shall become
the "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act),
directly or indirectly, of 50% of the aggregate ordinary voting power
represented by issued and outstanding Common Stock.

    "Options" shall mean options to subscribe for, purchase or otherwise acquire
Common Stock or Convertible Securities granted or issued by the Company, but
excluding Employee Awards.

    "Parent Entity" of a Person means an entity that, directly or indirectly,
controls the applicable Person and whose common stock or equivalent equity
security is quoted or listed on an Eligible Market, or, if there is more than
one such Person or Parent Entity, the Person or Parent Entity with the largest
public market capitalization as of the date of consummation of the Fundamental
Transaction.

    "Person" shall mean an individual, a limited liability company, a
partnership, a joint venture, a corporation, a trust, an unincorporated
organization, any other entity and a government or any department or agency
thereof.

    "Registration Rights Agreement" shall mean the Registration Rights
Agreement, dated as of February 29, 2016, by and between the Company and the
Holder.

    "Securities Act" shall mean the Securities Act of 1933, as amended, and the
rules and regulations promulgated thereunder.


                                      9
<PAGE>

    "Successor Entity" shall mean the Person formed by, resulting from or
surviving any Fundamental Transaction or the Person (or Parent Entity of such
Person, if the Successor Entity does not have common stock or equivalent equity
security is quoted or listed on an Eligible Market) with which such Fundamental
Transaction shall have been entered into.

    "Warrant" shall mean this Warrant and all additional or new warrants issued
upon division or combination of, or in substitution for, this Warrant. All such
additional or new warrants shall at all times be identical as to terms and
conditions and date, except as to the number of Warrant Shares for which they
may be exercised.

    "Warrant Shares" shall mean the shares of the Company's Common Stock
purchasable by the holder of this Warrant upon the exercise of this Warrant.


IN WITNESS WHEREOF, the Company has caused this Warrant to be signed in its name
by its duly authorized officer as of the date first written above.

EMPIRE GLOBAL CORP.



By:     ___________________

Name:   Michele Ciavarella

Title:  Chairman and CEO
































                                      10
<PAGE>

                                  EXHIBIT A
                              NOTICE OF EXERCISE
                (to be executed only upon exercise of Warrant)


To:     Empire Global Corp.
        130 Adelaide Street, West, Suite 701
        Toronto, Ontario, Canada M5H 2K4
        Attn: Julian L. Doyle, LLB

        or such other address notified by the Company to the Holder.

The undersigned holder hereby exercises the right to purchase _________________
of the shares of Common Stock ("Warrant Shares") of Empire Global Corp. a
Delaware corporation (the "Company"), evidenced by the attached Warrant to
Purchase Common Stock (the "Warrant"). Capitalized terms used herein and not
otherwise defined shall have the respective meanings set forth in the Warrant.

CASH BASIS

Exercise Price.                 The Holder intends that payment of the Exercise
        Price shall be with respect to ____________ Warrant Shares.

Payment of Exercise Price.      The Holder shall pay the Aggregate Exercise
        Price in the sum of $ ___________ to the Company in accordance with the
        terms of the Warrant.

Payment is being made by:

            _____       enclosed check
            _____       wire transfer
            _____       other

Delivery of Warrant Shares.     The Company shall deliver to the holder ________
        Warrant Shares in accordance with the terms of the Warrant.

CASHLESS BASIS

Payment of Exercise Price.      The Holder shall pay the cash portion of the
        Aggregate Exercise Price related to the cashless exercise in the sum of
        $__________ to the Company in accordance with the terms of the Warrant
        based on the following formula:

                Y x 0.5 x $2.00

                Where Y = the number of shares of Common Stock purchasable under
                the Warrant or, if only a portion of the Warrant is being
                exercised, the portion of the Warrant being exercised (at the
                date of such calculation)


Payment of the cash portion is being made by:
            _____       enclosed check
            _____       wire transfer
            _____       other

Delivery of Warrant Shares.     The Company shall deliver to the holder ________
        Warrant Shares in accordance with the terms of the Warrant based on the
        following formula:

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<PAGE>

                X = [Y (A-B)]/A   +   Y x 0.5

        Where   X = the number of shares of Common Stock to be issued to the
                    Holder
                Y = the number of shares of Common Stock purchasable under the
                    Warrant or, if only a portion of the Warrant is being
                    exercised, the portion of the Warrant being exercised (at
                    the date of such calculation)
                A = Closing Trade Price
                B = Purchase Price (as adjusted to the date of such calculation)



Delivery.  The shares of Warrant Shares shall be delivered to the following:

[SIGNATURE OF HOLDER]

Name of Investing Entity:


____________________________
Signature of Authorized Signatory of Investing Entity:


____________________________
Name of Authorized Signatory:

____________________________
Title of Authorized Signatory:


Date: ______________________