PURCHASE AGREEMENT


THIS AGREEMENT is made as of the 25th day of March, 2002,


AMONG:

            PACIFIC E-LINK CORPORATION a company incorporated pursuant to the
            laws of British Columbia, and having its business address at Suite
            616, 475 Howe Street, Vancouver, British Columbia, V6C 2B3

            (hereinafter called the "Vendor")
                                                             OF THE FIRST PART

AND:

            GAMEWEAVER.COM INC., a company  incorporated  pursuant
            to the laws of the  State of  Nevada  and  having  its
            business  address  at Suite 100,  2980  South  Rainbow
            Boulevard, Las Vegas, Nevada, USA, 89146

            (hereinafter called the "Purchaser")
                                                            OF THE SECOND PART

AND:
            TELE  PACIFIC  COMMUNICATIONS  (SAMOA)  INC.,  a  body
            corporate  duly  incorporated  pursuant to the laws of
            Samoa,  having its business  address at Suite 616, 475
            Howe Street, Vancouver, British Columbia, V6C 2B3

            (hereinafter called the "Company")
                                                             OF THE THIRD PART

WHEREAS:

A.          The  Vendor  has  agreed to sell and the  Purchaser  has agreed to
purchase  all of the shares of the Company in  consideration  of the  issuance
from treasury of 2,500,000 shares of common stock from its treasury;

B.          In order to  record  the  terms and  conditions  of the  agreement
among them the parties wish to enter into this agreement;

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the foregoing
and of the sum of $1.00 paid by the Purchaser to the Vendor and to the Company,
the receipt of which is hereby acknowledged, the parties hereto agree each with
the other as follows:


<PAGE>

1.          INTERPRETATION

1.1 Where used herein or in any amendments or Schedules hereto, the following
terms shall have the following meanings:

      (a)   "Business"  means  the  advertising  business  carried  on by  the
            Company  through its 75% interest in the  registered  capital of a
            Sino-foreign    joint   venture   known   as   Chengdu    Publicis
            International Advertising Co. Ltd. (the "Joint Venture").

      (b)   "Closing Date" means the third business day following the receipt by
            the parties of the approval of all regulatory authorities to this
            agreement, or such other date as may be mutually agreed upon by the
            parties hereto, which date shall be no later than March 25, 2002;

      (c)   "Financial  Statements"  means those  financial  statements of the
            Company attached hereto as Schedule "C";

      (d)   "Purchaser Shares" means the 2,500,000 common shares in the capital
            stock of the Purchaser being issued as consideration for the
            purchase of the Shares;

      (e)   "Shares" means the 10 common shares in the capital of the Company
            being sold to the Purchaser, being all of the issued and outstanding
            shares of the Company;

1.2         All  amounts  referred  to in this  agreement  are in US  dollars,
unless expressly stated otherwise.

1.3         The  following  schedules  are  attached  to and form part of this
agreement:

            Schedule A -  Financial Statements
            Schedule B -  Employment, Service & Pension Agreements
                          of the Company and the Joint Venture
            Schedule C -  Real  Property & Leases of the  Company and the Joint
                          Venture
            Schedule  D - Assets  and  Encumbrances  of the  Company  and the
                          Joint Venture
            Schedule E -  Litigation
            Schedule F -  Registered Trademarks, Trade Names & Patents of the
                          Company and the Joint Venture
            Schedule G -  Material  Contracts of the Company and the Joint
                          Venture

2.          PURCHASE OF SHARES

2.1 The Vendor hereby covenants and agrees to sell, assign and transfer the
Shares to the Purchaser, and the Purchaser covenants and agrees to purchase the
Shares from the Vendor.


<PAGE>


2.2 As consideration for the sale of the Shares, the Purchaser shall allot and
issue the Purchaser Shares to the Vendor at Closing. Certificates for the
Purchaser Shares shall be registered in the name of the Vendor and delivered at
Closing. The certificates for the Purchaser Shares are being issued pursuant to
Regulation S of the United States Securities Act of 1933 and will therefore bear
a restrictive legend and be subject to restrictions on resale. The restrictive
legend shall be in substantially the form as follows "THE SECURITIES EVIDENCED
BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES
ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAW. NO INTEREST
THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE
TRANSFERRED OR DISPOSED OF WITHOUT (A) AN EFFECTIVE REGISTRATION STATEMENT UNDER
SUCH ACT AND APPLICABLE UNITED STATES STATE SECURITIES LAWS COVERING ANY SUCH
TRANSACTION OR (B) RECEIPT BY THE CORPORATION OF AN ACCEPTABLE LEGAL OPINION
STATING THAT SUCH TRANSACTION IS EXEMPT FROM REGISTRATION, OR (C) THE
CORPORATION OTHERWISE SATISFYING ITSELF THAT SUCH TRANSACTION IS EXEMPT FROM
REGISTRATION. NEITHER THE OFFERING OF SUCH SECURITIES NOR ANY RELATED MATERIALS
HAVE BEEN REVIEWED OR APPROVED BY ANY U.S. FEDERAL OR STATE REGULATORY
AUTHORITY. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE."


3.          COVENANTS, REPRESENTATIONS AND WARRANTIES
            OF THE VENDOR AND THE COMPANY

            The Vendor and the Company jointly and severally covenant with and
represent and warrant to the Purchaser as follows, and acknowledge that the
Purchaser is relying upon such covenants, representations and warranties in
connection with the purchase by the Purchaser of the Shares:

3.1 The Company has been duly incorporated and organized, is validly existing
and is in good standing under the laws of Samoa; it has the corporate power to
carry on the Business; it is duly qualified as a corporation to do business and
is in good standing with respect thereto in each jurisdiction in which the
nature of the Business or the property owned or leased by it makes such
qualification necessary; and it and the Joint Venture has or will have on the
Closing Date all necessary licenses, permits, authorizations and consents to
operate the Business.

3.2 The authorized capital of the Company consists of US$1,000,000 divided into
1,000,000 shares at US$1.00 each, of which 10 Shares have been duly issued and
are outstanding as fully paid and non-assessable.

3.3 The Shares are owned by the Vendor as the beneficial owner, and the Vendor
has a good and marketable title in the Shares, free and clear of all mortgages,
liens, charges, security interests, adverse claims, pledges, encumbrances and
demands whatsoever

3.4 No person, firm or corporation has any agreement or option or any right or
privilege (whether by law, pre-emptive or contractual) capable of becoming an
agreement or option for the purchase from the Vendor of any of the Shares.
3.5 No person, firm or corporation has any agreement or option, including
convertible securities, warrants or convertible obligations of any nature, or
any right or privilege (whether by law, pre-emptive or contractual) capable of
becoming an agreement or option for the purchase, subscription, allotment or
issuance of any of the unissued shares in the capital of the Company or of any
securities of the Company.

3.6 Except for its interest in the Joint Venture the Company does not have any
subsidiaries or agreements of any nature to acquire any subsidiary or to acquire
or lease any other business operations and will not prior to the Closing Date
acquire, or agree to acquire, any subsidiary or business without the prior
written consent of the Purchaser.

3.7 The Company and the Joint Venture will not, without the prior written
consent of the Purchaser, issue any additional shares from and after the date
hereof to the Closing Date or create any options, warrants or rights for any
person to subscribe for or acquire any unissued shares in the capital of the
Company.

3.8 The Company and the Joint Venture are not a party to or bound by any
agreement of guarantee, warranty, indemnification, assumption or endorsement or
any other like commitment of the obligations, liabilities (contingent or
otherwise) or indebtedness of any other person, firm or corporation, or of any
products related to the Business.

3.9 The books and records of the Company fairly and correctly set out and
disclose in all material respects, in accordance with generally accepted
accounting principles, the financial position of the Company as at the date
hereof, and all material financial transactions of the Company relating to the
Business have been accurately recorded in such books and records.

3.10 The Financial Statements present fairly the assets, liabilities (whether
accrued, absolute, contingent or otherwise) and the financial condition of the
Company as at the date thereof and there will not be, prior to the Closing Date,
any material increase in such liabilities.

3.11  (a)   The entering into of this agreement and the consummation of the
            transactions contemplated hereby will not result in the violation of
            any of the terms and provisions of the constating documents or
            bylaws of the Company or the Vendor or of any indenture, instrument
            or agreement, written or oral, to which the Company or the Vendor
            may be a party;

      (b)   The entering into of this agreement and the consummation of the
            transactions contemplated hereby will not, to the best of the
            knowledge of the Company and the Vendor, result in the violation of
            any law, regulation, municipal bylaw or ordinance;

      (c)   The entering into of this agreement and the consummation of the
            transactions contemplated hereby will not, to the best of the
            knowledge of the Company and the Vendor create an event whereby the
            interest of the Company in the Joint Venture may be diluted


<PAGE>

      (d)   This agreement has been duly authorized, validly executed and
            delivered by the Company and the Vendor.

3.12 The Business has been carried on in the ordinary and normal course by the
Company since the date of the Financial Statements and will be carried on by the
Company in the ordinary and normal course after the date hereof and up to the
Closing Date.

3.13 Except as disclosed in the Schedules hereto, the Company is not a party to
any written or oral employment, service or pension agreement, and the Company
does not have any employees who cannot be dismissed on not more than one months
notice without further liability.

3.14 Except as disclosed in the Schedules hereto, the Company does not have
outstanding any bonds, debentures, mortgages, notes or other indebtedness, and
the Company is not under any agreement to create or issue any bonds, debentures,
mortgages, notes or other indebtedness.

3.15 Except as disclosed in the Schedules hereto, the Company is not the owner
or lessee under any agreement to own or lease any real property.

3.16 Except as disclosed in the Schedules hereto, the Company owns, possesses
and has good and marketable title to its undertaking, property and assets, and
without restricting the generality of the foregoing, all those assets described
in the balance sheet included in the Financial Statements, free and clear of any
and all mortgages, liens, pledges, charges, security interests, encumbrances,
actions, claims or demands of any nature whatsoever or howsoever arising.

3.17  The  Company  has its  property  insured  against  loss or  damage  by all
insurable  hazards  or risks on a  replacement  cost  basis  and such  insurance
coverage will be continued in full force and effect to and including the Closing
Date; to the best of the knowledge of the Company and the Vendor, the Company is
not in default  with  respect  to any of the  provisions  contained  in any such
insurance  policy and has not  failed to give any  notice or  present  any claim
under any such insurance policy in due and timely fashion.

3.18 Except as disclosed herein and in Schedule "G" hereto, the Company and the
Joint Venture do not have any outstanding material agreements (including
employment agreements) contracts or commitments, whether written or oral, of any
nature or kind whatsoever, except:

      (a)   agreements,  contracts and  commitments in the ordinary  course of
            business;

      (b)   service contracts on office equipment;

      (c)   the employment,  services and pension agreements  described in the
            Schedules hereto; and

      (d)   the leases described in the Schedules hereto.


<PAGE>



3.19 Except as provided in the Schedules hereto, there are no actions, suits or
proceedings (whether or not purportedly on behalf of the Company), pending or
threatened against or affecting the Company or affecting the Business, at law or
in equity, or before or by any federal, provincial, state, municipal or other
governmental department, commission, board, bureau, agency or instrumentality,
domestic or foreign and neither the Company nor the Vendor are aware of any
existing ground on which any such action, suit or proceeding might be commenced
with any reasonable likelihood of success.

3.20 The Company is not in material default or breach of any contracts,
agreements, written or oral, indentures or other instruments to which it is a
party and there exists no state of facts which after notice or lapse of time or
both which would constitute such a default or breach, and all such contracts,
agreements, indentures or other instruments are now in good standing and the
Company is entitled to all benefits thereunder.

3.21 The Company has the right to use all of the registered trade marks, trade
names and patents, both domestic and foreign, in relation to the Business as set
out in the Schedules hereto.

3.22 To the best of the knowledge of the Company and the Vendor, the conduct of
the Business does not infringe upon the patents, trade marks, trade names or
copyrights, domestic or foreign, of any other person, firm or corporation.

3.23 To the best of the knowledge of the Company and the Vendor, the Company and
the Joint Venture are conducting and will conduct the Business in compliance
with all applicable laws, rules and regulations of each jurisdiction in which
the Business is or will be carried on, the Company and the Joint Venture are not
in material breach of any such laws, rules or regulations and is or will be on
the Closing Date fully licensed, registered or qualified in each jurisdiction in
which the Company owns or leases property or carries on or proposes to carry on
the Business to enable the Business to be carried on as now conducted and its
property and assets to be owned, leased and operated, and all such licenses,
registrations and qualifications are or will be on the Closing Date valid and
subsisting and in good standing and that none of the same contains or will
contain any provision, condition or limitation which has or may have a
materially adverse effect on the operation of the Business.

3.24 All facilities and equipment owned or used by the Company in connection
with the Business are in good operating condition and are in a state of good
repair and maintenance.

3.25 The Company has no loans or indebtedness outstanding which have been made
to directors, former directors, officers, shareholders and employees of the
Company or to any person or corporation not dealing at arm's length with any of
the foregoing, except as described in the Financial Statements.



<PAGE>



3.26 The Company has made full disclosure to the Purchaser of all aspects of the
Business and it will make all of its books and records and all of the books and
records of the Joint Venture, including a translated copy of the joint venture
agreement for the Joint Venture, the translated copy of the advertising license
for the Joint Venture, and a translated copy of the legislation in China
respecting the license and the ability of the Joint Venture to carry on business
in provinces other than Chengdu, available to the representatives of the
Purchaser in order to assist the Purchaser in the performance of its due
diligence searches and no material facts in relation to the Business have been
concealed by the Company or the Vendor.

3.27 There are no material liabilities of the Company or the Joint Venture of
any kind whatsoever, whether or not accrued and whether or not determined or
determinable, in respect of which the Company or the Purchaser may become liable
on or after the consummation of the transaction contemplated by this agreement,
other than liabilities which may be reflected on the Financial Statements,
liabilities disclosed or referred to in this agreement or in the Schedules
attached hereto, or liabilities incurred in the ordinary course of business and
attributable to the period since the date of the Financial Statements, none of
which has been materially adverse to the nature of the Business, results of
operations, assets, financial condition or manner of conducting the Business.

3.28 The Articles, bylaws and other constating documents of the Company in
effect with the appropriate corporate authorities as at the date of this
agreement will remain in full force and effect without any changes thereto as at
the Closing Date.

3.29  The directors and officers of the Company are as follows:

            Name                          Position
            ----                          --------

            Peter Chau                    President & Director
            Thomas Kwan                   Secretary, Treasurer & Director


3.30 No claim shall be made by the Purchaser against the Company or the Vendor
as a result of any misrepresentation or as a result of the breach of any
covenant or warranty herein contained unless the aggregate loss or damage to the
Purchaser exceeds $5,000.


4.          COVENANTS, REPRESENTATIONS AND WARRANTIES OF THE PURCHASER
             ----------------------------------------------------------

            The Purchaser covenants with and represents and warrants to the
Vendor and the Company as follows and acknowledges that the Vendor is relying
upon such covenants, representations and warranties in entering into this
agreement:

4.1 The Purchaser has been duly incorporated and organized and is validly
subsisting under the laws of the State of Nevada, U.S.A., it has the corporate
power to own or lease its properties and to carry on its business as now being
conducted by it; and it is duly qualified as a corporation to do business and is
in good standing with respect thereto in each jurisdiction in which the nature
of its business or the property owned or leased by it makes such qualification
necessary.


<PAGE>

4.2         The directors and officers of the Purchaser are as follows:

            Name                          Position
            ----                          --------

            Richard Wilk                  President & Director
            Richard Hall                  Secretary & Director
            Miju Stinson                  Director

4.3         The  Purchaser's  common  shares  are  quoted on the OTC  Bulletin
Board quotation system.

4.4 The entering into of this agreement and the consummation of the transactions
contemplated hereby will not result in the violation of any of the terms and
provisions of the constating documents or bylaws of the Purchaser or of any
indenture, instrument or agreement, written or oral, to which the Purchaser may
be a party.

4.5         This  agreement  has been duly  authorized,  validly  executed and
delivered by the Purchaser.


5.          CONDITIONS OF CLOSING

5.1 This agreement is subject to the approval, prior to the Closing Date, of the
Canadian Venture Exchange and all other securities regulatory authorities as may
have jurisdiction.

5.2 All obligations of the Purchaser under this agreement are subject to the
fulfillment, at or prior to the Closing Date, of the following conditions:

      (a)   the  respective  representations  and warranties of the Vendor and
            the Company  contained in this agreement or in any Schedule hereto
            or  certificate  or  other  document  delivered  to the  Purchaser
            pursuant hereto shall be substantially  true and correct as of the
            date  hereof  and as of the  Closing  Date with the same force and
            effect as though  such  representations  and  warranties  had been
            made on and as of such  date,  regardless  of the date as of which
            the  information  in  this  agreement  or  any  such  Schedule  or
            certificate  is given,  and the  Purchaser  shall have received on
            the Closing Date  certificates  dated as of the Closing  Date,  in
            forms  satisfactory  to counsel for the Purchaser and signed under
            seal by the Vendor and by a senior  officer of the  Company to the
            effect  that  their  respective   representations  and  warranties
            referred  to above are true and  correct on and as of the  Closing
            Date with the same  force and  effect as though  made on and as of
            such date,  provided that the acceptance of such  certificates and
            the closing of the transaction  herein provided for shall not be a
            waiver of the respective  representations and warranties contained
            in Article 3 or in any Schedule  hereto or in any  certificate  or
            document  given  pursuant  to  this  agreement  which   covenants,
            representations  and  warranties  shall continue in full force and
            effect for the benefit of the Purchaser;


<PAGE>

      (b)   the Company shall have caused to be delivered to the Purchaser
            certificates of an officer of the Company and the Vendor or, in form
            and substance satisfactory to the Purchaser, dated as of the Closing
            Date, to the effect that:

            (i)      the Company owns,  possesses and has good and  marketable
                     title  to  its  undertaking,  property  and  assets,  and
                     without  restricting  the  generality  of the  foregoing,
                     those assets  described in the balance sheet  included in
                     the Financial  Statements,  free and clear of any and all
                     mortgages,  liens, pledges,  charges, security interests,
                     encumbrances,  actions,  claims or  demands of any nature
                     whatsoever and howsoever arising;

            (ii)     the Company has been duly incorporated and organized and is
                     validly existing under the laws of Samoa, it has the
                     corporate power to own or lease its properties and to carry
                     on its business that is now being conducted by it and is in
                     good standing with respect to filings with the appropriate
                     governmental authorities;

           (iii)     the issued and authorized capital of the Company is as set
                     out in this agreement and all of the issued and outstanding
                     shares have been validly issued as fully paid and
                     non-assessable;

            (iv)     all necessary approvals and all necessary steps and
                     corporate proceedings shall have been taken to permit the
                     shares of the Joint Venture currently registered in the
                     name of Publicis Ad-Link Group Limited to be duly and
                     validly transferred to and registered in the name of the
                     Company; and

            (v)      the  consummation  of the purchase and sale  contemplated
                     by this agreement,  and  specifically the transfer of the
                     Shares  to the  Purchaser,  will not be in  breach of any
                     laws of China or Samoa and,  in  particular  but  without
                     limiting the generality of the  foregoing,  the execution
                     and  delivery  of this  agreement  by the  Vendor and the
                     Company  has not  breached  and the  consummation  of the
                     purchase  and  sale  contemplated  hereby  will not be in
                     breach of any laws of China or Samoa;

            and, without limiting the generality of the foregoing, that all
            corporate proceedings of the Company, its shareholders and directors
            and all other matters which, in the reasonable opinion of counsel
            for the Purchaser, are material in connection with the transaction
            of purchase and sale contemplated by this agreement, have been taken
            or are otherwise favourable to the completion of such transaction.

      (c)   the Company shall have caused to be delivered to the Purchaser an
            opinion from counsel qualified to practice law in the People's
            Republic of China that the sale of all of the Shares of the Company


<PAGE>


            to the Purchaser will not constitute an event of default that will
            invalidate the advertising license of the Joint Venture and will not
            create an event whereby the interest of the Company in the Joint
            Venture may be diluted.

      (d)   the Company shall have caused to be delivered to the Purchaser the
            documentation required under paragraph 3.26.

      (e)   At the Closing Date there shall have been no materially adverse
            change in the affairs, assets, liabilities, or financial condition
            of the Company, the Joint Venture or the Business (financial or
            otherwise) from that shown on or reflected in the Financial
            Statements.

      (f)   No substantial damage by fire or other hazard to the Business shall
            have occurred prior to the Closing Date.

5.3 In the event any of the foregoing conditions contained in paragraph 5.2
hereof are not fulfilled or performed at or before the Closing Date to the
reasonable satisfaction of the Purchaser, the Purchaser may terminate this
agreement by written notice to the Vendor and the Company, in such event the
Purchaser shall be released from all further obligations hereunder but any of
such conditions may be waived in writing in whole or in part by the Purchaser
without prejudice to its rights of termination in the event of the
non-fulfillment of any other conditions or conditions.

5.4 All obligations of the Vendor under this agreement are subject to the
fulfillment, at or prior to the Closing Date, of the following conditions:

      (a)   the  representations  and warranties of the Purchaser contained in
            this  agreement or in any Schedule  hereto or certificate or other
            document  delivered to the Company and the Vendor  pursuant hereto
            shall be substantially  true and correct as of the date hereof and
            as of the  Closing  Date with the same  force and effect as though
            such  representations  and  warranties  had been made on and as of
            such date,  regardless of the date as of which the  information in
            this agreement or any such Schedule or  certificate is given,  and
            the Vendor shall have  received on the Closing Date a  certificate
            dated as of the Closing Date, in form  satisfactory  to the Vendor
            and signed  under seal by a senior  officer of the  Purchaser,  to
            the effect that such  representations  and warranties  referred to
            above are true and correct on and as of the Closing  Date with the
            same  force  and  effect as  though  made on and as of such  date,
            provided that the acceptance of such  certificate  and the closing
            of the  transaction  herein  provided for shall not be a waiver of
            the  representations  and warranties  contained in Article 4 or in
            any  Schedule  hereto  or in any  certificate  or  document  given
            pursuant to this agreement which  covenants,  representations  and
            warranties  shall  continue  in  full  force  and  effect  for the
            benefit of the Vendor.

      (b)   The Purchaser shall have caused to be delivered to the Vendor a
            certificate of an officer of the Purchaser in form and substance
            satisfactory to the Vendor, dated as of the Closing Date, to the
            effect that:


<PAGE>

            (i)      the  Purchaser has been duly  incorporated  and organized
                     and is validly  subsisting  under the laws of Nevada,  it
                     has the  corporate  power to own or lease its  properties
                     and to carry on its business that is now being  conducted
                     by it  and  is in  good  standing  with  respect  to  all
                     filings with the  appropriate  corporate  authorities  in
                     Nevada  and with  respect  to all  annual  and  quarterly
                     filings with the United  States  Securities  and Exchange
                     Commission;

            (ii)     all necessary approvals and all necessary steps and
                     corporate proceedings have been obtained or taken to permit
                     the Purchaser Shares to be duly and validly allotted and
                     issued to and registered in the name of the Vendor;

5.5 In the event that any of the conditions contained in paragraph 5.4 hereof
shall not be fulfilled or performed by the Purchaser at or before the Closing
Date to the reasonable satisfaction of the Vendor then the Vendor shall have all
the rights and privileges granted to the Purchaser under paragraph 5.3, mutatis
mutandis.


6.          CLOSING ARRANGEMENTS

6.1 The closing shall take place on the Closing Date at the offices of
Bragagnolo and Ovsenek, Solicitors, of Suite 602 - 570 Granville Street,
Vancouver, British Columbia, V6C 3P1 or at such other place as may be mutually
agreed by the parties.

6.2 On the Closing Date, upon fulfillment of all the conditions set out in
Article 5 which have not been waived in writing by the Purchaser or by the
Vendor, as the case may be, then:

      (a)   the Vendor, as the case may be, shall deliver to the Purchaser:

            (i)      certificates representing all the Shares duly endorsed in
                     blank for transfer or with a stock power of attorney (in
                     either case with the signature guaranteed by the
                     appropriate official);

            (ii)     the certificates and officer's  certificates  referred to
                     in paragraph 5.2;

            (iv)     evidence  satisfactory  to the  Purchaser  and its  legal
                     counsel of the  completion  by the  Company of those acts
                     referred to in paragraph 5.2;

      (b)   the Vendor and the Company shall cause the transfers of the Shares
            into the name of the Purchaser, or its nominee, to be duly and
            regularly recorded in the books and records of the Company;



<PAGE>

      (c)   the Purchaser shall deliver to the Vendor:

            (i)      share certificates representing the Purchaser Shares duly
                     endorsed with legends respecting restrictions on transfer
                     as required by or necessary under the applicable securities
                     legislation in substantially the form contained in
                     paragraph ; and

            (ii)     the  certificates and officer's  certificate  referred to
                     in paragraph 5.3.

7.          SECURITIES REGULATORY APPROVAL

7.1 The terms of this agreement are subject to the approval of all securities
regulatory authorities having jurisdiction, including the Canadian Venture
Exchange.

7.2 The Vendor agrees to forthwith apply for the approval of the terms of this
agreement by the Canadian Venture Exchange.

7.3 The Vendor agrees to promptly comply with all reasonable conditions and
requirements of the Canadian Venture Exchange.

7.4 In the event that any other regulatory authority having jurisdiction shall
prevent the closing of the purchase and sale of the Shares and the consummation
of the transactions contemplated in this agreement, neither the Purchaser nor
its directors, officers, legal counsel, servants or agents shall in any way be
liable to either the Vendor or the Company in respect of any damages or losses
suffered by them as a result of such failure to give their approval.

8.          GENERAL PROVISIONS

8.1         Time shall be of the essence of this agreement.

8.2 This agreement contains the whole agreement between the parties hereto in
respect of the purchase and sale of the Shares and there are no warranties,
representations, terms, conditions or collateral agreements expressed, implied
or statutory, other than as expressly set forth in this agreement.

8.3 This agreement shall enure to the benefit of and be binding upon the parties
hereto and their respective successors and permitted assigns. The Purchaser may
not assign this agreement without the consent of the Company which consent may
be unreasonably withheld.

8.4 Any notice to be given under this agreement shall be duly and properly given
if made in writing and by delivering or telecopying the same to the addressee at
the address as set out on page one of this agreement. Any notice given as
aforesaid shall be deemed to have been given or made on, if delivered, the date
on which it was delivered or, if telecopied, on the next business day after it
was telecopied. Any party hereto may change its address for notice from time to
time by notice given to the other parties hereto in accordance with the
foregoing.

8.5 This agreement may be executed in one or more counterparts, each of which so
executed shall constitute an original and all of which together shall constitute
one and the same agreement.



<PAGE>

8.6 This agreement shall be construed and enforced in accordance with, and the
rights of the parties shall be governed by, the laws of the Province of British
Columbia, and each of the parties hereto irrevocably attorns to the exclusive
jurisdiction of the Courts of the Province of British Columbia.


IN WITNESS WHEREOF the parties hereto have executed this agreement as of the day
and year first above written.


Gameweaver.com Inc.


Per:
    --------------------------------------
      Richard Wilk, President


PACIFIC E-LINK CORPORATION


Per:
    --------------------------------------
      Authorized Signatory


TELE PACIFIC COMMUNICATIONS
(SAMOA) INC.


Per:
    --------------------------------------
      Authorized Signatory















Game Amend Purch Agree Pacif 3-28-02


<PAGE>


                                  SCHEDULE "A"

        to that Share Purchase Agreement dated as of March 25th, 2002


                              FINANCIAL STATEMENTS





<PAGE>


                                  SCHEDULE "B"

        to that Share Purchase Agreement dated as of March 25th, 2002


                   EMPLOYMENT, SERVICE & PENSION AGREEMENTS
                                 OF THE COMPANY


<PAGE>


                                  SCHEDULE "C"

        to that Share Purchase Agreement dated as of March 25th, 2002

                             Real property & leases
                      Of the company AND THE JOINT VENTURE


<PAGE>


                                  SCHEDULE "D"

        to that Share Purchase Agreement dated as of March 25th, 2002

              company AND JOINT VENTURE assets and encumbrances


<PAGE>


                                  SCHEDULE "E"

        to that Share Purchase Agreement dated as of March 25th, 2002

                                   litigation



<PAGE>


                                  SCHEDULE "F"

        to that Share Purchase Agreement dated as of March 25th, 2002

                  REGISTERED TRADEMARKS, TRADE NAMES & PATENTS
                                 OF THE COMPANY


<PAGE>



                                  SCHEDULE "G"

        to that Share Purchase Agreement dated as of March 25th, 2002

                            MATERIAL CONTRACTS OF THE
                          COMPANY AND THE JOINT VENTURE













Game Amend Purch Agree Pacif 3-28-02