EXHIBIT 10(b)

<PAGE>
                                       2


1.  The Parties

    The parties to this Agreement are:

    SICOM SOLUTIONS  INC., a corporation  having its principal place of business
at Suite 255 - 999 8th Street South West,  Calgary,  Alberta,  Canada,  which is
referred to elsewhere in this Agreement as "The Licensor"; and

    827109 ALBERTA LTD., a corporation having its principal place of business at
Suite 255 - 999 8th  Street  South  West,  Calgary,  Alberta,  Canada,  which is
referred to elsewhere in this Agreement as "the Licensee".


2.  Purpose of the Agreement

    The purpose of this Agreement is for the Licensor to license the Licensee to
use, market and distribute the Computer Program and Related  Materials in return
for which the Licensee will pay the Consideration to the Licensor.

3.  Definitions

The  parties  agree  that,  in this  Agreement,  the  following  terms  have the
following meanings.

ACCEPTANCE                              This Agreement is effective and accepted
                                        when the conditions of the  "Acceptance"
                                        section below are met.

ADDITIONAL TECHNICAL                    The services described in SCHEDULE 4.
SERVICES

AFFILIATE                               A company  which has a  majority  of its
                                        voting   shares   owned    directly   or
                                        indirectly  by either the  Licensee or a
                                        company  which  directly  or  indirectly
                                        owns a majority of the voting  shares of
                                        the Licensee.

COMPUTER PROGRAM                        The  computer  program[s]  listed in the
                                        Product  Specification  delivered to the
                                        Licensee and each copy of,  update of or
                                        enhancement to such computer program.

CONFIDENTIAL INFORMATION                The information specified in the Product
                                        Specification    and   the   information
                                        provided    by   and    designated    as
                                        confidential  in writing by the Licensor
                                        to    the     Licensee.     Confidential
                                        Information does not include information

<PAGE>
                                       3


                                        which is:
                                        - publicly available or becomes so other
                                        than by acts of the Licensee;
                                        - received by the  Licensee  prior to it
                                        being  provided  by the  Licensor to the
                                        Licensee; or
                                        - received by the Licensee  from a third
                                        party.

DESIGNATED LOCATION                     Such address as may be designated by the
                                        Licensee and agreed to in writing by the
                                        Licensor.

PRODUCT SPECIFICATION                   The  specification set out in SCHEDULE 1
                                        to this Agreement.

PERFORMANCE SPECIFICATION               The  specification set out in SCHEDULE 2
                                        to this Agreement.

RELATED MATERIALS                       The human-readable  documentation  which
                                        is to be  delivered  with  the  Computer
                                        Program.   The  Related   Materials  are
                                        specified in the Product Specification.

SERVICE SPECIFICATION                   The  specification set out in SCHEDULE 3
                                        to this agreement.

SUBJECT                                 Matter   The    intellectual    property
                                        right[s] or the subject of other  rights
                                        licensed under this Agreement namely:

                                        - the  copyright  subsisting  in a  work
                                        entitled relBuilder  Enterprise Suite;
                                        - the Confidential Information;
                                        - all of the above as they are  embodied
                                        in  the  Computer  Program  and  Related
                                        Materials

TERM                                    The time period  specified in the "Term"
                                        paragraph below.

TERRITORY                               The geographic or economic market of the
                                        License, namely: worldwide.

USE                                     In respect of the Computer Program,  use
                                        means  the  execution  of  the  Computer
                                        Program   by   a   computer's    central
                                        processing  unit(s) for  processing  the
                                        instructions  contained  in the Computer
                                        Program.

4.  License Grant

(1) For the Consideration  described below, the Licensor hereby grants a License
to

<PAGE>
                                       4


the Licensee under the Subject Matter to use, market and distribute the Computer
Program in the Territory for the Term of this Agreement,  and to use, market and
distribute  the Related  Materials in association  with such use,  marketing and
distribution  of the Computer  Program,  subject to the terms and  conditions of
this Agreement.

(2) The License grant is exclusive.

(3) The Licensee  may modify,  or  customize  the  Computer  Program and Related
Materials.  The  Licensor  is the owner of  copyright  in the  modifications  or
customizations.  The  Licensee  shall  provide  copies of all  modifications  or
customizations to the Licensor.

(4) The License does not grant any  ownership  or security  interest or title in
any intellectual property right relating to the Computer Program.

(5) The Licensee has the right to sub-license as specified in this paragraph.

    (a) The Licensee may sub-license any party;

    (b)  Sub-Licensees  may only license use of the Computer Program and Related
    Materials,  under the terms of Licensor's "End-User Licensing Agreement", to
    be provided to Sub-Licensee by Licensor within thirty (30) days upon request
    by Sub-Licensee.

(6) The  License is  transferable  only under the  conditions  specified  in the
"Assignability" section below.


5.  Consideration

(1) The Licensee shall pay to the Licensor the Consideration of:

    (a) a lump-sum  License fee of $50,000.00  (CAD)  payable  within sixty (60)
    days  from the  effective  date of this  Agreement.  This  payment  shall be
    non-refundable after Acceptance has occurred; and

    (b) a Royalty as defined below;

(2) If the  Consideration  is not paid when due and upon demand by the Licensor,
the  Licensee  shall  pay to the  Licensor  interest  at the rate of the Bank of
Canada prime,  payable monthly.  Interest on overdue interest is also payable at
the same rate until the amount due is paid.

(3) The Royalty  shall be in the following  amounts for the  following  periods,

<PAGE>
                                       5


calculated on the basis of 15% of net sales.

(4) The Licensee shall pay a royalty of at least  $50,000.00 (CAD) by the end of
the first year of this Agreement;  an additional $200,000.00 (CAD) by the end of
the second year of this Agreement;  and an additional  $300,000.00  (CAD) by the
end of the third year of this Agreement.


6.  Obligations of the Licensor

    The Licensor  shall provide to the Licensee,  within ninety (90) days of the
effective date of this Agreement taking effect:

    (a) any  reasonable  number of copies of the  Computer  Program  and Related
    Materials  as  described  in  the  Product  Specification  requested  by the
    Licensee; and

    (b)  training  and   technical   assistance  as  described  in  the  Service
    Specification;

7.  Obligations of the Licensee

(1) The Licensee  shall not make any copies of the  Computer  Program or Related
Materials  nor permit  anyone else to use,  have access to, or copy the Computer
Program or Related  Materials other than those that are specifically  authorized
to be made under this Agreement.

(2) Upon termination of this License,  the Licensee shall return to the Licensor
or destroy under oath all copies of the Computer Program and Related  Materials.
The Licensee  shall erase all Computer  Programs  from any storage  media before
disposal of such media.  Within one month of the date of the termination of this
License,  the Licensee  shall  notify the Licensor in writing of the  Licensee's
compliance with the requirements of this section.


8.  Acceptance

(1)  Acceptance  and  effectiveness  of this  Agreement  will have occurred upon
execution of this Agreement by authorized officers of the parties.

9.  Defects

(1) Obligations of the Licensee



<PAGE>
                                       6


    If the Computer  Program fails to perform in accordance with the Performance
Specification, the Licensee shall promptly advise the Licensor of the defect and
shall assist the Licensor in identifying and fixing the defect.

(2) Obligations of the Licensor

    If the Computer  Program fails to perform in accordance with the Performance
Specification,  and the  Licensee  promptly  advises the Licensor of the defect,
then the Licensor shall, within 90 days of the communication of the existence of
the defect:

    (a) correct the defect, or;

    (b)  identify  the  defect  and  provide  a  schedule  to the  Licensee  for
    correcting the defect.


10. Upgrades/Interim Maintenance Releases

The Licensor shall deliver to the Licensee:

    (a) upgrade  versions or new  versions of the  Computer  Program and Related
    Materials; and

    (b)  interim  maintenance  releases  of the  Computer  Program  and  Related
    Materials.


11. Term

(1) The term of the  License  is three  (3)  years  beginning  on the date  this
Agreement takes effect.

(2) This License terminates thirty (30) days after the non-breaching party gives
notice  to the  breaching  party of a  material  breach of a  provision  of this
Agreement, unless the breaching party has remedied the breach within that time.

(3) This License  terminates  automatically  upon the  occurrence  of any of the
following events:

    (a) The insolvency of the Licensee;

    (b) The Licensee executes an assignment for the benefit of creditors;

    (c) The Licensee ceases to carry on business;


<PAGE>
                                       7


    (d) The Licensee becomes subject to receivership or bankruptcy proceedings;

(4) The parties  acknowledge that the Licensee has the right to retain,  access,
copy and modify all data files  containing  Licensee's data used or generated by
the Computer Program.


12. Warranties

(1) The Licensor and Licensee warrant to each other as follows:

    (a) Each corporate party is duly  incorporated and subsisting under the laws
    of its place of incorporation or subsistence.

    (b) Each  party  has the  power to and is  authorized  to  enter  into  this
    Agreement.

    (c) The carrying out of this Agreement will not breach or interfere with any
    other agreement to which the respective party has entered into.

    (d) Neither  party will enter into  another  agreement  the  carrying out of
    which would interfere with the carrying out of this Agreement;

(2) The Licensor warrants as follows:

    (a) The  Licensor  has the right to license the  Subject  Matter free of any
    liens or  encumbrances.  Any  portions of the  Computer  Program and Related
    Materials,  the intellectual  property of which are owned by Licensor or are
    owned by someone  other than the  Licensor,  and have been  licensed  to the
    Licensor for sub-licensing to the Licensee and others. Such License does not
    restrict  the ability of the  Licensor to grant the Licenses set out in this
    Agreement.

    (b) The Licensor  owns the right,  title and interest in the physical  media
    provided to the Licensee under this Agreement.

    (c) The Computer Program is of marketable quality.

    (d) To the best of the Licensor's knowledge, the use of the Computer Program
    does not  infringe  the  intellectual  property  rights of others nor is the
    Licensor aware of any allegations  made that the use of the Computer Program
    infringes the intellectual property rights of others.

    (e) The Computer Program does not contain any programs which are intended to
    permit  unauthorized  access,  or cause  damage to other  programs,  data

<PAGE>
                                       8


or hardware.

(3) The Licensee  warrants that it shall keep the License of this Agreement free
of liens, claims and encumbrances.

(4)  The  above  warranties  are  instead  of  any  and  all  other  warranties,
representations or conditions  express or implied,  oral or written with respect
to the Computer Program and Related Materials,  including any implied warranties
or  conditions  of  title,  non-infringement,   merchantability  or  fitness  or
suitability for a particular  purpose.  The Licensor  disclaims and the Licensee
waives  all other  such  warranties,  representations  and  conditions.  Certain
jurisdictions do not permit such exclusion of warranties, so this disclaimer may
not apply to the Licensee.


13. Indemnification

(1) The  Licensor  shall  indemnify  the Licensee  against all claims  including
liabilities and legal costs and disbursements made against the Licensee alleging
that  any  use  of  the  Computer  Program  or  Related  Materials   constitutes
infringement of any copyright, patent, trade-mark, or trade secret rights.

(2) The Licensor  shall have  carriage of the defense of such claim made against
the  Licensee  and has the  exclusive  right to settle  the claim so long as the
settlement  does not interfere with the business  arrangements  of the Licensee.
The Licensee shall cooperate  fully in the conduct of the defense.  The Licensee
shall either retain the legal  counsel  designated by the Licensor or may retain
its own counsel at its own expense.

(3) The Licensee  shall  notify the Licensor as soon as possible  upon any claim
being made against the Licensee that its use of the Computer  Program is alleged
to be an infringement of the intellectual property rights of others.

(4) In the  event  that  the  Computer  Program  is  finally  held by a court of
competent  jurisdiction,  to be an  infringement  of the  intellectual  property
rights of another, then the Licensor shall:

    (a) modify the Computer Program to make it non-infringing; or

    (b) obtain a License for use of the  Computer  Program from the other party;
    or

    (c) terminate the License and refund any payments the Licensee has made.



<PAGE>
                                       9


14. Relief

(1) Injunctive Relief

    Any  unauthorized  use of any  intellectual  property rights of the Licensor
made or caused by the Licensee will result in  irreparable  harm to the Licensor
which cannot be adequately  compensated for by damages. The Licensor is entitled
to a  court-ordered  injunction  in the event  such use is made or caused by the
Licensee.

(2) Limitation of Damages

    The Licensor shall not be liable to the Licensee for incidental,  special or
consequential  damages  caused  by the  breach of any term or  warranty  of this
Agreement,  including  lost  profits,  lost data,  loss of computer  time or any
commercial or economic loss. The liability of the Licensor  shall, in any event,
be limited to the total  monies  paid by the  Licensee  to the  Licensor  as the
Consideration  for this  Agreement.  Certain  jurisdictions  do not permit  such
exclusion of liability for  consequential  damages,  so this  disclaimer may not
apply to the Licensee.


15. Dispute Resolution

(1) Governing Law

    This Agreement shall be interpreted under the laws of Alberta, Canada.

(2) Arbitration

    Disputes,  other than those for immediate cessation of conduct by a party to
this  Agreement,  shall be resolved  under  arbitration  in accordance  with the
Licensing Agreement Arbitration Rules of the American Arbitration Association.

    The  Arbitration  shall take place at a location agreed to by the parties in
the English language.

    The costs of the arbitration shall be paid equally by the parties.

    The  decision of the  arbitrator  shall be binding on the parties and may be
entered in any Court having jurisdiction to do so.


16. Confidentiality

(1) The  Licensee  acknowledges  that the  Confidential  Information  is a trade
secret and is owned by the Licensor.

(2)  The  Licensee  will  take  all  reasonable   precautions  to  maintain  the
confidentiality

<PAGE>
                                       10


of the Confidential  Information and to prevent the  unauthorized  disclosure to
others of the  Confidential  Information.  The Licensee  shall not be liable for
damages caused to the Licensor by inadvertent breaches of confidentiality.

(3) The Licensee  shall only disclose the  Confidential  Information to those of
its  employees  who have a need to know and require  access to the  Confidential
Information to exploit the License. The Licensee shall require each employee who
receives  the  Confidential  Information  to  agree  in  writing,  prior to such
disclosure, to maintain the information as confidential.


17. Non-competition

    The  Licensee  may  develop  computer  software  similar in  function to the
Licensor's  Computer  Program.  Those employees of the Licensee who develop such
computer  software  shall  not have had  access to the  Licensor's  Confidential
Information for a two-year period prior to commencing such development.


18. Reverse Engineering

    The Licensee shall not reverse engineer, decompile or disassemble the object
code version of the Computer  Program without the prior written  approval of the
Licensor.


19. Assignability

(1) This License is assignable by the Licensee to another person or legal entity
only with the express prior written permission of the Licensor.

(2) This Agreement is binding on the parties to this Agreement, their successors
and assigns.


20.      General Provisions

(1)  This  Agreement  constitutes  the  entire  agreement  between  the  parties
concerning  the Computer  Program.  The parties are not relying upon any earlier
representation which is not included in this Agreement.

(2) This Agreement  cannot be amended or modified other than by a change made in
writing and executed by the parties.

(3)  Covenants  concerning  intellectual  property  are to be construed as being

<PAGE>
                                       11


independent of other provisions in this Agreement.

(4) In the  event  that  any  portion  of this  Agreement  is held by a court of
competent  jurisdiction  to be  invalid  or  unenforceable,  then the  remaining
portions of the Agreement shall survive unaffected.

(5) Notice may be sent, by any means whatsoever, to the address specified at the
beginning  of this  Agreement  or at such other  address for notice which may be
given by notification of the other party in writing.  Notice is effective on the
date that the notice is received. Notice by courier or registered mail is deemed
to be given on the date  recorded as  delivered.  Notice by telecopy or Telex is
deemed  to be made on the date and at the  time it is sent and  acknowledged  as
being received.

(6) The waiver by any party of a breach of this  Agreement does not constitute a
waiver of other breaches or rights under this Agreement.

(7) Delays or  non-performance of any obligations under this Agreement caused by
events  beyond the control of the party  having the  obligation,  shall not be a
breach of this Agreement.  The time for carrying out the obligation shall extend
for a period equal to the time over which the conditions existed.

(8) The headings in this Agreement are for reference purposes only and cannot be
used to construe the terms of the Agreement.

(9) This Agreement does not establish a joint venture or partnership between the
Licensor and Licensee.

(10) This Agreement shall be recorded in any and all offices where such recordal
is necessary under the laws of the respective country.


    EXECUTED AT Calgary, Alberta, Canada, this 1 day of June, 1999.

    Licensor

         /s/ "Paul Davis"
       ----------------------------------------
By:      Paul Davis
Title:   President and Chief Executive Officer

         Licensee
         /s/ "Paul Davis"
       ----------------------------------------
By:      Paul Davis
Title:   President

<PAGE>
                                       12


SCHEDULE 1

Product Specification

(1) The  Computer  Program  to be  delivered  under this  Agreement  is a set of
instructions or statements  expressed,  fixed, embodied or stored in any manner,
that is to be used  directly or indirectly in a computer in order to bring about
a specific result and has the following characteristics:

    (a) Brand Name: relBuilder Enterprise Suite

(2) The Computer Program shall be in executable form.

(3) The Related Materials shall include:

    (a) operation and user manuals

    (b) instructions

(4) The Computer Program shall be in the form of:

    (a) source code in a form which may be compiled or assembled  to  executable
    code.


Confidential Information

(1)      The following items are confidential and proprietary to the Licensor:

    (a) the source code version of the Computer Program;

    (b) the Computer Program system specification;

    (c) the methods and concepts embodied in the Computer Program;

    (d) the structure, sequence and organization of the Computer Program.

(2) All written forms of the Confidential  Information  shall bear a conspicuous
notice  identifying the subject matter as being  Confidential  Information.  The
Licensee shall not remove such notice.

<PAGE>
                                       13


SCHEDULE 2

Performance Specification

(1) "as-documented"

    (a) The  Licensor  warrants  that  the  Computer  Program  will  perform  in
    accordance  with  its  description  in its  documentation  on  the  computer
    hardware and operating system specified in its documentation.

    (b) The Licensor  does not warrant  that the  Computer  Program will operate
    with any other Computer Program not so specified in the documentation.

    (c) The only remedy of the Licensee  under this warranty is the Licensee may
    terminate  the License.  If the Licensee  terminates  the License under this
    warranty, the Licensor shall pay to the Licensee 90% of the License fee paid
    by the Licensee.

<PAGE>
                                       14


SCHEDULE 3

Service Specification

(1) Training

    The Licensor shall train a reasonable number of employees of the Licensee in
the use and operation of the Computer Program.

(2) Technical Assistance

    The Licensor shall provide the following technical assistance:

    (a) Installation support; and

    (b) Troubleshooting support.

(3) Maintenance

    The Licensor shall maintain the Computer Program and Related Materials in an
operable  form  as  described  in  the  Product  Specification  and  Performance
Specification.

<PAGE>
                                       15


SCHEDULE 4

Additional Technical Services

    The Licensor shall provide the following technical services:

    (a) Integration training for Licensee developers;

    (b) Support for Licensee developers; and

    (c) Architectural training for Licensee developers.