STRATEGIC ALLIANCE AGREEMENT

This Strategic  Alliance Agreement (SAA) is made as of the 29th day of November,
1999 (the "Effective Date").

BETWEEN:          INFOCAST  CORPORATION,  a company incorporated pursuant to the
                  laws of the  State of Nevada  and  having  its head  office in
                  Lisle, Illinois (hereinafter "Infocast")

AND:              TMANAGE INC., a company  incorporated  pursuant to the laws of
                  Delaware and having its principal place of business in Austin,
                  Texas (hereinafter "TManage")

WHEREAS Infocast is in the business of providing certain technology  services in
Canada  and the  United  States  ("Infocast  Products/Services"),  including  an
internet  based  software  program  generally  described  in Schedule A attached
hereto and accessible at the domain name WWW.TELETRIPS.COM ("Teletrips");

WHEREAS  TManage is in the  business  of  providing  a telework  Solution in the
United States, including those products/services generally described in Schedule
B attached hereto ("TManage Products/Services");

AND WHEREAS  Infocast and TManage wish to jointly  market and sell Teletrips and
other  Infocast  Products/Services  generally  described  in Schedule A attached
hereto and  TManage  Products/Service  for use in  conjunction  with one or more
TManage Products/Services (collectively the "Alliance Offering");

AND WHEREAS  Teletrips is a web-enabled  software  program that  calculates  the
benefits of vehicle miles not traveled due to  teleworking,  and  calculates the
corresponding  reductions in hydrocarbons,  nitrogen oxides, carbon monoxide and
carbon dioxide;

NOW THEREFORE in consideration of the covenants and agreements contained herein,
the parties hereto covenant and agree as follows:

1.0     RIGHTS TO  DEVELOP,  MARKET AND SELL  PRODUCTS/SERVICES

        1.1  Infocast  and  TManage  agree to market  and sell  Teletrips,  as a
             marketing tool to promote  teleworking.  Infocast and TManage agree
             to develop a mutually  acceptable  marketing  plan  outlining  each
             parties'   responsibilities   and  obligations  for  marketing  the
             Alliance Offering within 60 days of the Effective Date.

        1.2  Infocast  and  TManage  agree  to fund  and  develop  Teletrips  as
             generally described in Schedules C and D attached hereto.  (Funding
             and  Development  Estimate).  The parties  shall  share  profits as
             described in Item 3 of Schedule

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             "D"and  revenues as  described in Items 1, 2, 4 and 5 of Schedule D
             attached hereto.

        1.3  Infocast and TManage agree to jointly  market and sell each other's
             products and  services as  described  in Schedule A (Infocast)  and
             Schedule B (TManage) and as outlined in this Agreement. The parties
             will not delegate this marketing  obligation except as agreed to in
             writing by the parties.

        1.4  In the  event  that  Infocast  establishes  a  Licensee  ("Infocast
             Licensee") to sell its products/services  outside of North America,
             TManage  shall make  reasonable  efforts to enter into an agreement
             with that Infocast Licensee to market the TManage Products/Services
             outside  of North  America  on  substantially  the same  terms  and
             conditions as this Agreement.

        1.5  In  the  event  that  TManage   establishes  a  Licensee  ("TManage
             Licensee") to sell its products/services  outside of North America,
             Infocast shall make  reasonable  efforts to enter into an agreement
             with that TManage Licensee to market the Infocast products/services
             outside  North  America  on  substantially  on the same  terms  and
             conditions as this Agreement.  Notwithstanding the foregoing,  each
             party shall have the right,  in its sole  discretion,  to refuse to
             enter into any agreement to market and/or provide products/services
             outside of North America.

        1.6  Each party shall use commercially reasonable efforts to promote the
             Alliance Offering to its customers.

        1.7  The  parties  agree  to  enter  into a  Statement  of Work or other
             agreement  for  each   implementation   of  the  Alliance  Offering
             outlining  the  price  for  the  Alliance  Offering,  the  delivery
             schedule,  the order process,  the payment  processing and billing,
             support  and  maintenance  of  the  Alliance   Offering  and  other
             necessary arrangements to implement the Alliance Offering.

        1.8  TManage  may  fulfill  the  orders  for  TManage  Products/Services
             directly or through a  subcontractor.  Each of Infocast and TManage
             maintains,  at its sole  discretion,  the  right to refuse to enter
             into a  contract  for  its  respective  products/services  for  any
             particular Alliance Offering order.

        1.9  Neither  Infocast  nor  TManage  may  obligate  the  other to enter
             service or support agreements to support their respective  products
             agreements,  or  otherwise  obligate  the other  party,  without an
             express written agreement with that party.

2.0     TERM

        2.1  Unless  terminated  earlier as provided below, the term of this SAA
             shall  commence on the Effective  Date hereof and shall continue in
             effect until

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             October 31, 2001. Thereafter, this SAA may be renewed for such term
             and upon such conditions as the parties may agree in writing.

3.0     TERMINATION

        3.1  If either party to this  Agreement  breaches  any term,  condition,
             representation  or warranty or fails to perform any of its material
             obligations  hereunder  and such  breach is not  remedied  after 45
             days'   written   notice  from  the   non-defaulting   party,   the
             non-defaulting  party  may  terminate  this  SAA  immediately  upon
             providing  prior written  notice of  termination  to the defaulting
             party.

        3.2  The  parties  agree  that  either  party  may  terminate  this  SAA
             immediately in the event that either party:

             3.2.1   Elects to be wound up and  dissolved;
             3.2.2   Becomes insolvent or admits in writing its inability to pay
                     its debts as they become due;
             3.2.3   Ceases to do business as a going  concern;
             3.2.4   Files  a  voluntary  assignment  in  bankruptcy  under  the
                     Bankruptcy and Insolvency Act
             3.2.5   Commences a  reorganization  pursuant to the Bankruptcy and
                     Insolvency Act or the Companies' Creditors Arrangement Act;
             3.2.6   Has an  involuntary  petition filed in bankruptcy to have a
                     trustee  appointed over its affairs and such appointment is
                     made and not  terminated  or  discharged  within sixty (60)
                     days; or
             3.2.7   Is subject to the  appointment  of a receiver or manager of
                     all or substantially all of its assets.

4.0     INVENTIONS  AND  INTELLECTUAL  PROPERTY

        4.1  Except as expressly provided in this Agreement, nothing in this SAA
             is intended to grant any express or implied  rights,  by license or
             otherwise, to any given invention,  discovery, or improvement made,
             conceived or acquired prior to the Effective Date.

        4.2  Teletrips,  including any  improvements or derivative works thereto
             developed during the term of this Agreement by either party, is and
             shall  remain  wholly  owned by Infocast.  Infocast  hereby  grants
             TManage a  non-exclusive,  non-transferable  and paid-up license to
             use, copy,  display,  perform,  and  distribute  (with the right to
             sublicense any of these rights to end users of Teletrips) Teletrips
             during the term of this Agreement.

        4.3  If Infocast is no longer  involved in the business of marketing and
             supporting  Teletrips,  then  TManage  will  have a right  of first
             refusal to purchase or license  Teletrips,  at  Infocast's  option,
             less the Applicable Discount.

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<PAGE>

        4.4  If Infocast is still in the  business of marketing  and  supporting
             Teletrips,  but this Agreement terminates for whatever reason, then
             TManage is entitled to a non-exclusive,  non-transferable,  paid-up
             license to use, copy, display and distribute the source code of the
             then current version of Teletrips to support TManage's existing and
             future  customers.  This  right  shall  be  restricted  to  use  of
             Teletrips  for   TManage's  own  business   without  the  right  to
             sublicense  this  right  except  to the  end  users  of  Teletrips.
             Specifically,  TManage will not have the right to create derivative
             products to market to present or future customers.

        4.5  For the purposes of Section 4.3,  "Applicable  Discount"  means the
             percentage   determined   by  dividing   the  amount  of  TManage's
             contributions  to the development of Teletrips by the total cost of
             Teletrips development.

5.0     CONFIDENTIALITY/NON-DISCLOSURE

        5.1  TManage  and  Infocast   shall  execute  a  Mutual   Non-Disclosure
             Agreement,  attached  hereto as Schedule E,  concurrently  with the
             execution of this SAA.

6.0     USE OF  TRADEMARKS  AND TRADE NAMES

        6.1  Both parties authorize the other to use certain names and logos, as
             provided  in  Schedule  F, as part of this SAA.  Each party  hereby
             grants the other a  non-exclusive,  limited  right to use the trade
             names, logos, and trademarks of the other listed in Schedule F (the
             "Marks") for all proper  purposes in the marketing and sales of the
             Alliance   Offering  and  the  performance  of  duties  under  this
             Agreement,  provided that the licensed party displays the ownership
             legends  required  by the  owning  party  from time to time and the
             symbol "TM" or a , as  appropriate,  adjacent to each use of a Mark
             the first time a Mark is used or such other  symbols and notices as
             may be prescribed by the owning party. The licensed party agrees to
             use the names of the owning  party's  products  in any  advertising
             concerning  the  owning  party's  services,  and will  include  all
             relevant Marks in all brochures,  technical  information  and other
             promotional literature. Each Mark shall be clearly visible whenever
             it is used, and shall be utilized in a reasonable  manner that will
             not directly or indirectly lessen the value of the Mark or value of
             the goodwill of the Mark.

        6.2  Upon termination of this Agreement for any reason, each party shall
             discontinue the use of the other's Marks in any sign, literature or
             advertising  and  thereafter  shall not use the Marks  directly  or
             indirectly in connection with its business, nor use any other name,
             title or symbol so nearly resembling any of the other's Marks as to
             be likely to lead to  confusion  or  uncertainty  or to deceive the
             public. TManage trademarks are and shall

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<PAGE>
             remain the property of TManage.  Infocast  trademarks are and shall
             remain the property of Infocast.

        6.3  All use of one  party's  trademarks  by the other will inure to the
             benefit of the party owning the trademark.

        6.4  Infocast  and  TManage  shall  ensure  that  any of its  employees,
             contractors,  agents or similar  parties,  including  third parties
             shall  comply  with the  terms  and  conditions  contained  in this
             Section 6.

7.0     WARRANTIES

        7.1  Each party  warrants  to the other that it will  perform its duties
             under this Agreement in a workmanlike and professional manner.

8.0     INDEMNIFICATION

        8.1  Each party hereby  agrees to  indemnify,  defend and hold the other
             party and its Affiliates and their respective successors, permitted
             assigns,  directors,  officers,  employees,  agents and consultants
             harmless  from  and  against  any and  all  claims,  loss,  damage,
             liability and expense whatsoever,  including lawyer's fees, arising
             from or relating to any of the following:

             (i)    any  breach  by the party of any  representation,  warranty,
                    term or condition contained in this SAA;

             (ii)   any  misrepresentation,  deceit,  misconduct,  negligence or
                    fraud on the part of the party or its employees, contractors
                    or agents  while  acting in the  course of their  respective
                    duties;

             (iii)  any   unauthorized   representation,   warranty,   or  other
                    commitment made by the party on behalf of the other;

             (iv)   any intellectual property infringement by the party; and

             (v)    any violation or infringement by the party or its employees,
                    contractors  or agents of any federal,  state or local laws,
                    rules or regulations.

9.0     LIMITATION OF LIABILITY

        9.1  Except for Section 5 ("Confidentiality/NonDisclosure")  and Section
             8.1(iv)   ("Indemnification   for  Infringement"),   the  sole  and
             exclusive  remedy of either party for any claim,  loss or damage in
             any way  related to, or arising  out of,  this  Agreement  shall be
             limited  to its  actual,  direct  damages  and  shall not under any
             circumstances, extend to any lost profits, loss of business, or any
             indirect,  consequential,  incidental, exemplary or punitive losses
             or damages of any kind or nature whatsoever or howsoever caused,

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<PAGE>
             regardless  of  whether  or not the  party  had been  advised  of a
             possibility of such damages.  10.0  Assignment  10.1 This Agreement
             may not be assigned by either party without the written  consent of
             the other party, which consent may not be unreasonably withheld.

11.0    Notice

        11.1 Any demand, notice or other communication to be given in connection
             with  this SAA  shall be given  in  writing  and  shall be given by
             personal  delivery,  by registered  mail or by electronic  means of
             communication addressed to the recipient as follows:

        To Infocast Corporation                 To TManage Inc.
        Suite 1220                              Suite 475
        855 2 nd Avenue SW                      3925 Braker Lane
        Calgary,  Alberta                       Austin,  Texas
        T2P 4J7                                 78759

        Attention: Ross  Wickware               Attention: Michael  Moore
        Telephone: (403) 303-5869               Telephone: (512) 794-6037
        Facsimile: (403) 294-1196               Facsimile:  (512) 794-6001
        Email:RWICKWARE@HOMEBASESOLUTIONS.COM   Email:  MOORE@TMANAGE.COM

12.0    CURRENCY

        12.1 All dollar  amounts  referred  to in this SAA are in $USD except as
             otherwise stated.

13.0    SURVIVAL OF PROVISIONS

        13.1 The following  provisions of this SAA,  Section 4 ("Inventions  and
             Intellectual    Property"),    Section   5   ("Confidentiality/Non-
             Disclosure")  Section  6 (Use  of  Trademarks  and  Trade  Names"),
             Section   8   ("Indemnification"),   Section  9   ("Limitation   of
             Liability") and Section 20  ("Non-Solicitation)  shall survive this
             expiration or  termination  of this SAA for an unlimited  period of
             time.

14.0    GOVERNING LAW

        14.1 This  Agreement  shall be governed by and  construed in  accordance
             with the laws of the State of Nevada  and the  federal  laws of the
             United States of America applicable therein.

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15.0    ENTIRE AGREEMENT

        15.1 This   Agreement,   including   the  schedules   attached   hereto,
             constitutes  the entire  agreement  between the parties hereto with
             respect  to the  subject  matter  hereof and  supercedes  any prior
             understandings  and  agreements  between  the  parties  hereto with
             respect thereto. There are no representations,  warranties,  terms,
             conditions, undertakings or agreements between the parties relating
             to the subject matter hereof except as contained herein.

16.0    AMENDMENT/WAIVER

        16.1 No  modification  of,  or  amendment  to this SAA shall be valid or
             binding  unless  set  forth in  writing  and duly  executed  by the
             parties  hereto,  and no  waiver  of any  breach  of  any  term  or
             provision of this SAA shall be effective and binding unless made in
             writing  and signed by the party  purporting  to give the same and,
             unless otherwise provided,  shall be limited to the specific breach
             waived.

17.0    INVALIDITY OF PROVISIONS

        17.1 In the event that any provision of this SAA is adjudicated invalid,
             illegal or unenforceable,  such  adjudication  shall not affect the
             validity,  legality or  enforceability  of any other  provision and
             this SAA shall be  construed  as though  such  invalid,  illegal or
             unenforceable  provision had never been contained herein,  and that
             provision  shall be  replaced by a mutually  acceptable  provision,
             which,  being valid,  legal and  enforceable,  comes closest to the
             intentions  of the  parties  underlying  the  invalid,  illegal  or
             unenforceable provisions.

18.0    COUNTERPARTS

        18.1 This SAA may be  executed  in any number of  counterparts,  each of
             which  shall be deemed  to be an  original  and all of which  taken
             together shall be deemed to constitute one and the same instrument.

19.0    DISPUTE RESOLUTION

        19.1 Prior to bringing  litigation on any dispute or claim, both parties
             must  attempt in good faith to  negotiate  a  settlement  with each
             other,  through direct personal contact of a member of the board of
             directors  of the  parties.  If that meeting is not held within ten
             (10)  days of  notice,  or if that  meeting  is not  successful  in
             resolving  the  dispute  within  twenty (20) days after it is held,
             either party may initiate litigation.


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20.0    NON-SOLICITATION

        20.1 Each  party  agrees  that it will not  directly  solicit or make an
             offer of  employment  to an employee  of the other  company or to a
             person  who has been an  employee  of the other  party  within  six
             months of the date of the offer  during the term of this  Agreement
             and for one year  following the  termination  or expiration of this
             Agreement.  If either  party  hires an  employee of the other party
             during the non-hiring  period in violation of this  nonsolicitation
             commitment, it will promptly pay the other party an amount equal to
             the employee's annual salary.

21.0    INDEPENDENT CONTRACTORS

        21.1 Each party acknowledges that it is an independent  contractor under
             this  agreement,  and that it is not authorized to act on behalf of
             or commit for the other party.  Nothing in this Agreement  shall be
             construed  to create  any  agency,  partnership,  joint  venture or
             franchise relationship.  Neither party shall represent itself as an
             agent or legal representative of the other party.

IN WITNESS WHEREOF,  the parties have executed this Strategic Alliance Agreement
on the date first above written.


INFOCAST CORPORATION                           TMANAGE INC.

Per: /s/ Darcy Galvon                          Per: /s/ Glenn Lovelace
     ----------------------                         ----------------------------

                                                    Glenn Lovelace
                                                    CEO/President

___________________________                         ___________________________

Attachments:
Schedule A -  Teletrips
Schedule B -  TManage  Products/Services
Schedule C -  Funding and Development Estimate
Schedule D -  TManage/TManage  Dollar Volumes
Schedule E -  Mutual  Non-Disclosure Agreement
Schedule F    Licensed  Trademarks
Schedule G    Escrow Agreement

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