EMPLOYMENT AGREEMENT


         THIS EMPLOYMENT  AGREEMENT  (hereinafter the  "Agreement"),  is entered
into to be  effective  as of the  __22nd__  day of  __November__,  1999,  by and
between iSHOPPER,  INC., a Nevada  corporation  (hereinafter  referred to as the
"Company")  and  ___DOUGLAS  SHANE  HACKETT____   (hereinafter  referred  to  as
"Employee").

                                   WITNESSETH:

         WHEREAS, the Company desires the knowledge,  skills, and ability of the
Employee for the benefit of the Company; and

         WHEREAS,  the  Employee  wishes  to  be  employed  by  the  Company  in
accordance with the terms of this Agreement; and

         NOW,  THEREFORE,  in  consideration  of the mutual  promises  set forth
herein,  and of the salary,  wages, or other  compensations  paid for Employee's
services in the course of  Employee's  employment,  the Company and the Employee
agree as follows:

         A.  Employment - The Company hereby employs the Employee upon the terms
and conditions hereinafter set forth, and the Employee hereby accepts employment
upon said terms and conditions.

         B.  Employment  Duties - The Company hereby employs the Employee in the
position of _CHIEF EXECUTIVE OFFICER ("CEO")_ of the Company, and Employee shall
perform  all  duties  that  are  customarily  performed  by one  holding  such a
position,  and all other duties hereafter reasonably assigned to Employee by the
board of directors and president of Company.  The Employee  shall perform all of
his  duties  at such  place  or  places  as the  interest,  needs,  business  or
opportunity of the Company shall reasonably require.

         C. Best  Efforts and Devotion of Employee - Employee  will  faithfully,
and to the best of Employee's  ability,  experience and talents,  perform all of
the  employment  duties  that are  required  of  Employee  under this  Agreement
including devoting necessary business time to and for the benefit of the Company
and keeping free from  conflicts or activities  which would be detrimental to or
interfere  with the  business of the Company or the  performance  of  Employee's
duties for and on behalf of the Company.  Employee further agrees to use his/her
best efforts to comply with any and all Company  policies and with  instructions
from the Company  that the Company may give  Employee  from time to time through
its board of  directors  and/or  president  to promote and maintain the success,
quality, professionalism and reputation of the Company.

         D.  Term of  Employment  - The term of this  Agreement  shall be for an
initial  period of two years,  subject to  termination  only in accordance  with
paragraph  L. At the end of the initial  term,  and each year  thereafter,  this
Agreement shall  automatically  renew for an additional year, unless the Company
or Employee  elects not to renew the  Agreement and provides  written  notice of
such election at least 60 days prior to the end of the term.

         E.  Compensation  - For the  duties and  services  to be  performed  by
Employee hereunder, the Company shall pay Employee and Employee agrees to accept
the salary and other benefits described below in this paragraph.

         Employee  shall  receive a base  salary of $300,000  per year,  with an
additional  $9,600 per year as a car allowance,  payable in installments at such
times as the other  executive  officers of the  Company  are paid,  but not less
frequently  than  monthly.  The base salary  shall be  reviewed  annually by the
Company's Board of Directors or its compensation committee and any increase will
be  effective  as of  the  date  determined  appropriate  by  the  Board  or its
compensation  committee.  Employee's base salary, as in effect from time to time
hereunder, shall not be decreased during the term of this Agreement.

         Employee  shall also  receive,  as  additional  compensation,  and upon
execution  of this  Agreement by both parties  hereto,  one million  (1,000,000)
shares of the Company's  restricted common stock, issued pursuant to Rule 144 of
the rules of the Securities Exchange Commission. Employee is also granted rights
to up to one million (1,000,000)  additional shares of the Company's  restricted
common  stock,  which  rights  shall  vest upon  satisfaction  of those  certain
performance  milestones,  and at the rates identified to each milestone,  all as
detailed at Addendum A attached  hereto,  which  addendum has been  initialed by
both parties to this  Agreement and by this  reference is  incorporated  herein.
EMPLOYEE ACKNOWLEDGES THAT THE SHARES THUS RECEIVED AND TO WHICH EMPLOYEE MAY BE
ENTITLED ARE NOT AND WILL NOT HAVE BEEN  REGISTERED  UNDER THE SECURITIES ACT OF
1933, AS AMENDED,  (THE "ACT") AND ARE BEING ISSUED IN RELIANCE UPON  EXEMPTIONS
FROM THE REGISTRATION  REQUIREMENTS OF THE ACT.  EMPLOYEE  FURTHER  ACKNOWLEDGES
THAT SUCH  SECURITIES  MAY NOT BE REOFFERED OR RESOLD UNLESS THE  SECURITIES ARE
REGISTERED UNDER THE ACT, OR AN EXEMPTION FROM THE REGISTRATION  REQUIREMENTS OF
THE ACT IS AVAILABLE.

         Employee  shall  also  be  eligible  to  participate  in the  Company's
incentive  stock option plan,  which the Company shall adopt and implement on or
prior to December 31, 1999.  By virtue of his position in  management,  Employee
shall  have  input  into the terms and  provisions  of said  stock  option  plan
documents.  At a minimum,  however,  options granted to Employee under said plan
shall  vest as and at a rate and under  terms not less  favorable  than the most
favorable  terms  granted  to  the  Company's   President  and  other  executive
employees.  The plan documents  shall also govern the  termination of any option
rights  that are not fully  vested upon the  termination  of the  employment  of
Employee,  but shall provide for rights to unvested  options in the event of (1)
change of control of the Company,  (2)  termination of employment by the Company
without cause,  (3) termination by Employee with good reason,  or (4) Employee's
death or disability, all as shall be defined in the plan documents.

         Employee  shall also be  authorized to incur and shall be reimbursed by
the  Company  for   reasonable   expenses,   provided  that  such  expenses  are
substantiated in accordance with Company policies,  as the same are adopted from
time to time by management or the Board of Directors.

F.  Confidentiality  - Except as required in the  performance of Employee's work
for the Company,  Employee will not use or disclose any Confidential Information
of the Company, either during or after Employee's employment with the Company.

As used herein,  "Confidential  Information"  means  information,  including any
formula, pattern,  compilation,  program, device, method, technique, or process,
that: (i) derives  independent  economic  value,  actual or potential,  from not
being  generally known to, and not being readily  ascertainable  by proper means
by, other persons who can obtain  economic value from its disclosure or use, and
(ii) is the subject of efforts that are reasonable  under the  circumstances  to
maintain its secrecy. For purposes of this Agreement, "Confidential Information"
includes both  information  disclosed to Employee by the Company and information
developed  by  Employee  in the  course  and  within  the  scope  of  Employee's
employment with the Company,  but shall not include any information  which would
otherwise  constitute  "Confidential  Information"  hereunder  but which (1) was
developed by Employee at times when the Employee was not  discharging his duties
hereunder  and  (2)  was  not  developed  utilizing  any  resources,   including
proprietary information, of the Company.

         The types and categories of information  which the Company considers to
be its  Confidential  Information  include:  (a)  specifications,  descriptions,
designs, dimensions and tolerances of products, parts and components; (b) plans,
blueprints,  part and  assembly  drawings  and circuit  diagrams;  (c)  computer
programs  (whether  in the form of source  code,  object  code or any other form
including  software,   firmware,   and  programmable  array  logic),   formulas,
algorithms, methods, techniques,  processes, designs, specifications,  diagrams,
flow charts, manuals, descriptions,  instructions,  explanations,  improvements,
and the ideas, systems and methods of operation contained in such programs;  (d)
information concerning or resulting from research and development work performed
by or on  behalf  of the  Company;  (e)  information  concerning  the  Company's
management,  financial condition,  financial operations,  purchasing activities,
sales  activities,  marketing  activities and business  plans;  (f)  information
acquired or compiled by the Company  concerning  actual or potential  customers;
and (g) all other types and  categories of  information  (in whatever form) with
respect to which, under all the  circumstances,  Employee knows or has reason to
know that the  Company  intends or expects  secrecy to be  maintained  and as to
which the Company has made reasonable efforts to maintain its secrecy.

         The  Company  may  also  advise  Employee  from  time  to  time  as  to
restrictions upon the use or disclosure of specified  information which has been
licensed or  otherwise  disclosed  to the Company by third  parties  pursuant to
license or confidential  disclosure  agreements which contain  restrictions upon
the use or  disclosure  of such  information.  Employee  agrees  to abide by the
restrictions  upon  use  and/or  disclosure  contained  in such  agreements.  In
addition,  Employee will not use or disclose to the Company any  confidential or
proprietary information belonging to others without the consent of the person to
whom such information is confidential,  and Employee  represents that Employee's
employment with the Company will not require the use of such  information or the
violation of any confidential relationship with any third party.

         If and when  Employee's  employment  with the  Company  is  terminated,
Employee shall neither use nor disclose the Confidential Information referred to
above except only upon the prior  written  authorization  from the Company,  and
Employee  shall  not take  with  Employee  any data or  information  in any form
(including  documents  or copies  thereof,  notebooks  or the like,  or optical,
electromagnetic   or   machine-readable   media)   embodying  any   Confidential
Information  or any original,  copies or summaries of any business  information,
research  material,  source code,  object code,  software,  firmware,  hardware,
manuals, schematics, diagrams, drafts, ideas, or records involving or in any way
relating to the  research and  development,  operations,  business,  prospective
business,  customers,  or potential customers of the Company. If so requested by
Employee's immediate supervisor or by any officer of the Company,  Employee will
provide the Company with a list of all items taken by Employee upon  termination
of employment  together with a  certification  in writing that such items do not
constitute  Confidential  Information of the Company. If so requested,  Employee
will allow the  Company to make a copy of all such items for  archive  purposes.
Employee  also  agrees  that  Employee  will not  destroy  or erase  any data or
information in any form (including documents or copies thereof, notebooks or the
like,  or optical,  electromagnetic  or  machine-readable  media)  located in or
stored in the Company's  computers or files  located on the Company's  premises,
nor will Employee  transfer by electronic mail means or otherwise to Employee or
to any  third  party  located  away  from  the  Company's  premises  any data or
information stored or recorded in the Company's  computers,  magnetic or optical
media or files.

         The restrictions on disclosure contained herein shall apply (i) whether
or not the information was obtained by the Company from third parties;  and (ii)
whether or not such Confidential  Information has been identified by the Company
as confidential.

         If Employee is requested or required  pursuant to applicable law by any
governmental  authority  to  disclose  any  Confidential  Information,  he shall
provide the Company with prompt written notice of such request or requirement so
that the Company may seek a protective order or other appropriate remedy. If, in
the absence of a protective order or other remedy, Employee is legally compelled
to disclose such Confidential  Information,  he may without liability under this
Agreement,  disclose that portion of the  Confidential  Information  which he is
legally compelled to disclose.

         The Company  acknowledges  that  Employee  has and shall have rights to
maintain  interests and  responsibilities  with business entities other than the
Company  whose  business  interests  are  similar  to or may  overlap  with  the
Company's  business.  Those  entities  in  which  Employee  holds  more  than 5%
ownership  interest have been disclosed to the Company and are hereby  disclosed
at Addendum B attached  hereto.  Employee shall not be required to divest any of
Employee's  interest  or  management  responsibilities  in any  of the  entities
disclosed at Addendum B. Furthermore,  and  notwithstanding any of the foregoing
provisions  of this Section F, the  provisions of this Section F shall not apply
to any portion of the  Confidential  Information  that:  (i) becomes a matter of
public knowledge  through no fault of Employee;  (ii) is rightfully  received by
Employee from a third party,  including any entity  identified  and disclosed at
Addendum B; (iii) was known to the Employee before his receipt from the Company;
or (iv) is  independently  developed by Employee,  individually or in connection
with  management of any of the entities  identified and disclosed at Addendum B,
provided  that  such  development  is  effected  without  use of  the  Company's
Confidential Information.

         G. Other  Property of the Company - All documents,  notebooks,  encoded
media, and other tangible items provided to Employee by the Company or prepared,
generated  or created by  Employee  or others in  connection  with any  business
activity of the Company are the property of the  Company.  Upon  termination  of
Employee's  employment with the Company,  Employee will promptly  deliver to the
Company  all such  documents,  media and other items in  Employee's  possession,
including  all  complete  or partial  copies,  recordings,  abstracts,  notes or
reproductions  of any kind made from or about such  documents,  media,  items or
information contained therein.

         Employee will neither have nor claim any right,  title,  or interest in
any trademark, service mark or trade name owned or used by the Company.

         H.  Inventions  and Works of Authorship - Employee  hereby  irrevocably
assigns to the Company all of Employee's right, title and interest in and to any
and all  Inventions  and Works of  Authorship  made,  generated  or conceived by
Employee within the scope of and during the period of Employee's employment with
the Company,  and Employee  agrees to and shall disclose all such Inventions and
Works of Authorship to the Company in writing. As used herein, "Invention" means
any discovery, improvement, innovation, idea, formula, or shop right (whether or
not  patentable,  whether or not put into  writing,  and whether or not put into
practice)  made,  generated,  or  conceived by Employee  (whether  alone or with
others)  while  employed by the Company.  As used herein,  "Work of  Authorship"
means any original work of authorship  within the purview of the copyright  laws
of the United States of America,  and both the Company and Employee  intend that
all  Works of  Authorship  created  by  Employee  in the  course  of  Employee's
employment  with the Company  will be works made for hire within the meaning and
purview of such copyright laws.

         In connection with any such Inventions or Works of Authorship, Employee
agrees:  (i) To disclose in writing to such person as the Company may  designate
(if no such person is so  designated,  then to the president or chief  executive
officer),  promptly and fully all  inventions,  improvements  or  discoveries of
whatever  kind or  description  made,  conceived,  developed or first reduced to
practice  by  Employee,  either  solely or in  collaboration  with others in the
performance  of Employee's  duties,  during the period of Employee's  employment
with the  Company  which  relate to the present or  anticipated  business of the
Company  involving its ongoing product  development or anything  prepared within
the scope of  Employee's  duties or to  anything  done upon the time or with the
facilities  (including  equipment  or  supplies  purchased  or  provided  by the
Company) or funding of the Company.  All such disclosures shall be prompt and in
all cases prior to any sale, offer for sale,  public use, or public  disclosures
of  such  inventions,  improvements,  or  discoveries.  (ii)  To  do  everything
reasonably necessary or required,  at the request of the Company, to vest in the
Company  Employee's entire right,  title and interest in and to such inventions,
improvements,  and discoveries  including executing all documents and performing
all acts reasonably necessary or required for making application for the benefit
of the  Company  for  letters  patent or  copyrights  in the  United  States and
throughout the world for such  inventions,  improvements,  and  discoveries  and
executing  assignments of such patents or applications  therefor to the Company.
Employee further agrees to assist and cooperate with the Company (its successors
and  assigns)  at its  request  and  expense in any  controversy  or  proceeding
involving  or  relating  to  such  inventions,   improvements,  and  discoveries
including any patents which may issue  thereon.  (iii) To keep and maintain,  or
assist in keeping and maintaining,  such records (such as a laboratory  notebook
properly and periodically witnessed and understood) as will show the conception,
reduction  to  practice  and  operation  of  all of  the  aforesaid  inventions,
improvements  or  discoveries  as well as such other  records as the Company may
request,  which  records  shall be and remain the property of, and available to,
the Company.  (iv) To adequately  document all source code developed by Employee
for or on  behalf  of the  Company  or any  client  or  potential  client of the
Company.  Source  code  documentation  shall  be  considered  adequate  if it is
sufficient to allow a programmer  who is familiar with the language in which the
source  code is  written,  but who is  unfamiliar  with the  source  code or the
purpose  of the  program  or  subroutine  for which it is  written,  to read and
understand  the source code as written.  (v) To refrain  from  revealing  to any
person,  unless  authorized  in  writing by the  Company or its duly  authorized
representative,  any  information  concerning its  inventions,  improvements  or
discoveries.  (vi)  Except  as noted at the end of this  Agreement  or  attached
hereto,  there are at present no inventions,  improvements  or discoveries  that
have been made,  conceived or first  reduced to practice by me, either solely or
in  collaboration  with  others,  which  Employee  desires  to  remove  from the
operation of this Agreement.

         Employee will execute and assign any and all applications, assignments,
and other  documents  and will  render all  assistance  which may be  reasonably
necessary  for the  Company to obtain  patent,  copyright,  or any other form of
intellectual property protection in all countries. The Company will pay Employee
$500.00 for each patent issued to the Company upon which Employee's name appears
as an inventor. For purposes of this Agreement,  any Invention relating directly
to the  business  of the  Company  or to the  Company's  actual or  demonstrably
anticipated  research or  development  with  respect to which  Employee  files a
patent  application  within one year after  termination  of employment  with the
Company  shall be presumed to be an Invention  conceived by Employee  during the
period of Employee's  employment with the Company,  rebuttable only by accurate,
written  and duly  corroborated  evidence  that  such  Invention  was not  first
conceived  by  Employee  until  after the  termination  of  employment  with the
Company.

         THE  FOREGOING  PROVISIONS  OF  THIS  SECTION  H DO  NOT  APPLY  TO ANY
INVENTION OR WORK OF AUTHORSHIP  FOR WHICH NO EQUIPMENT,  SUPPLIES,  FACILITY OR
CONFIDENTIAL  INFORMATION  OF THE  COMPANY  WERE USED AND  WHICH  WAS  DEVELOPED
ENTIRELY  ON  EMPLOYEE'S  OWN TIME OR WITHIN THE  SPECIFIC  SCOPE OF  EMPLOYEE'S
MANAGEMENT  OF OR DUTIES TO ANY OF THE ENTITIES  WHICH ARE DISCLOSED AT ADDENDUM
B, AND (1) WHICH DOES NOT RELATE (a)  DIRECTLY TO THE BUSINESS OF THE COMPANY OR
(b) TO THE COMPANY'S ACTUAL OR DEMONSTRABLY ANTICIPATED RESEARCH OR DEVELOPMENT,
OR (2) WHICH DOES NOT RESULT FROM ANY WORK  PERFORMED  BY EMPLOYEE  SPECIFICALLY
FOR THE COMPANY. HOWEVER, NOTWITHSTANDING COMPANY'S ACKNOWLEDGEMENT OF EMPLOYEES
INTERESTS IN AND DUTIES TO THOSE  BUSINESS  ENTITIES  IDENTIFIED  AT ADDENDUM B,
NOTHING  HEREIN SHALL  RESTRICT OR LIMIT THE GENERAL  FIDUCIARY  DUTY OF LOYALTY
OWED BY EMPLOYEE TO THE COMPANY.

         Employee  hereby grants to the Company,  its  successors and assigns an
perpetual, unlimited,  unrestricted,  royalty-free, fully paid-up, worldwide and
nonexclusive right and license, with the right to grant licenses and sublicenses
to others without accounting to Employee,  with respect to all Background Rights
and all proprietary rights therein or based thereon. As used herein, "Background
Rights"  means all source code,  object code,  programmable  array logic,  data,
documentation,  software and information,  in whatever form, used by Employee in
the Company's business and not first created or produced by Employee as a result
of Employee's  employment  by the Company,  but included in and necessary to any
work product produced by Employee in the Company's business.

         I. Restrictive Covenants - During the term of this Agreement, including
all  extensions,  even if  earlier  terminated,  and for  one  year  thereafter,
Employee shall not, except as otherwise specifically provided for herein:

              solicit business  related in any nature to the Company's  business
              (as that  business  exists  from time to time  over the  period of
              Employee's employment) from any person, firm or entity which was a
              customer of the Company at any time within one (1) year  preceding
              the end of Employee's term of employment;

              induce or attempt to induce any such  customer of the Company to
              reduce its business with the Company;

              solicit business  similar to or related to the Company's  business
              from any  potential  customer  which the Company has  solicited or
              with  which the  Company  has had  active  discussions  concerning
              potential  business at any time during the one (1) year  preceding
              the end of Employee's term of employment;

              either  directly  or  indirectly  engage in  competition  with the
              Company or its affiliates, subsidiaries or parent, anywhere in the
              world;

              engage   directly  or  indirectly   as  a   proprietor,   partner,
              shareholder, director, officer, employee, agent, consultant, sales
              representative  or in any other  capacity  or  manner  whatsoever,
              (except for ownership of a less than 5% stock  ownership  interest
              in  a  publicly-traded  corporation),  in  any  business  activity
              competitive  with the  business of the Company or its  affiliates,
              subsidiaries or parent, anywhere in the world; and

              induce or attempt to induce,  directly or  indirectly,  any person
              who  is at  the  time  employed  by  the  Company  to  leave  such
              employment,  interfere with or disrupt the Company's  relationship
              with any of its  employees  or  customers  or  solicit  any person
              employed by the Company.

         Employee  expressly  recognizes  and  acknowledges  that the Company is
engaged in a business  which is highly  competitive,  technology-intensive,  and
world-wide in scope, and that any knowledge of the  Confidential  Information or
business affairs of the Company would give a competitor or potential  competitor
unfair competitive advantage over the Company; that the Company's activities are
world-wide  in  character;  that  employment,  directly  or  indirectly,  of the
Employee  anywhere in the area in which the Company  conducts its business would
give to such competitor an unfair competitive  advantage;  and that the Employee
possesses  valuable  skills and  knowledge  which he has a  legitimate  right to
exploit. In recognition of the above,  Employee hereby expressly agrees that the
restrictions  on  competition  by  Employee  contained  in  this  paragraph  are
reasonable,  will not overburden  Employee and are in the best interests of both
the Company and Employee.

         NOTWITHSTANDING  ANY OF THE FOREGOING,  EMPLOYEE SHALL NOT BE DEEMED TO
VIOLATE  ANY OF THE  FOREGOING  RESTRICTIVE  COVENANTS  BY VIRTUE  OF  EMPLOYEES
EXISTING  AND  CONTINUING  INTEREST  IN  AND  DUTIES  TO OR FOR  THOSE  ENTITIES
IDENTIFIED  AT ADDENDUM B,  INCLUDING  THOSE  WHICH MAY,  FROM TIME TO TIME,  BE
INVOLVED IN GENERAL BUSINESS PURSUITS SIMILAR TO THE COMPANY'S BUSINESS, AS THAT
BUSINESS EXISTS OR MAY HEREAFTER EVOLVE.

         Employee shall not be bound by the Restrictive  Covenants  contained in
this  paragraph  I.,  nor  any  other  obligations  hereunder,  if  the  Company
terminated  Employee without Cause or if Employee  terminates his employment for
Good Reason within the first year of the term of this Agreement.

         J. Unfair  Competitive  Activities - During Employee's  employment with
the  Company,  Employee  will not plan,  organize,  or  engage  in any  business
competitive  with the Company or conspire  with others to do so.  Provided  that
Employee  otherwise  preserves  the  Company's   Confidential   Information  and
satisfies  fiduciary duties owed to the Company by virtue of Employee's position
eith the Company  Employee's  involvement  in ownership  and  management  of the
entities disclosed at Addendum B shall not be deemed to violate the covenants of
this Section J.

         K.  Conflicts  of  Interest - Employee  will not become  involved  in a
situation  which  creates a conflict of interest,  including  but not limited to
being   connected   directly  or   indirectly   with  any  business  (as  owner,
officer-director,   participant,  licensee,  consultant,   shareholder,  or  the
recipient of wages) which is involved  with any aspect of  Employee's  duties or
which  is in  direct  or  indirect  competition  with  the  Company,  except  as
specifically  provided herein.  Employee has disclosed to the Company Employee's
interests  in  those  entities   identified  at  Addendum  B  and  shall  report
immediately any  circumstances or situations  arising in the future that involve
Employee in an actual conflict of interest. This duty of disclosure includes the
reporting of any gifts,  entertainment,  or any other personal favors, exceeding
$500 in value,  given to or received from anyone with whom the Company has or is
likely to have any business dealings which go beyond common  courtesies  usually
associated with accepted business practice.

         L.       Termination and Termination Payments and Rights.

         Employee has the right to terminate his  employment by the Company upon
not less than one (1) month prior written notice to the Company. In the event of
such election, Employee's employment shall terminate effective upon the date set
forth in such  notice.  In such  event,  the  Company  shall  pay  Employee  all
compensation (including base salary as well as any bonus that has been earned on
or prior to the date of termination) due him to the date of termination.

         The Company  shall have the right to  terminate  Employee's  employment
without  Cause (as  defined  below)  upon not less than  thirty  (30) days prior
written  notice to  Employee.  If (i) the  Company  shall  terminate  Employee's
employment  without Cause,  or (ii) Employee shall  terminate his employment for
Good Reason (as defined below),  the Company shall pay Employee all compensation
and benefits  due him through the  expiration  of the term hereof,  set forth in
paragraph D, or for three (3) months after termination, whichever is later. Such
compensation  and benefits  include,  but not limited to,  salary at the highest
rate paid to Employee prior to such  termination,  and the  continuation  of all
Employee benefits and perquisites provided to Employee prior to the date of such
termination

         The Company  shall have the right to  terminate  Employee's  employment
with Cause upon written notice to Employee. In such event, the Company shall pay
Employee all compensation due him to the date of his termination.

         For purposes of this Agreement:

                  1.  "Cause"  shall  mean  (i)  Employee's   failure  to  honor
covenants or  agreements  under  Sections F, G, H, I, J or K of this  Agreement,
after  notice of the  failure and  opportunity  to refrain  from such  violative
activity or otherwise cure such failure or other willful and repeated failure to
comply with a lawful written  direction of the board,  (ii) gross  negligence or
willful  misconduct  in the  performance  of duties to the  Company  and/or  its
subsidiaries,  causing material harm to the Company and its subsidiaries,  taken
as a whole,  (iii)  commission of any act of criminal  fraud with respect to the
Company  and/or  its  subsidiaries,  or (iv)  conviction  of a felony or a crime
involving moral turpitude  causing  material harm to the standing and reputation
of the Company and/or its  subsidiaries as determined in good faith by the board
of directors. No act or failure to act will be considered "willful" unless it is
done,  or omitted to be done, by Employee in bad faith.  In addition,  no act or
omission  will  constitute  Cause  unless (i) a  resolution  finding  that cause
exists,  has been approved by the majority of all of the members of the board at
a meeting at which Employee is allowed to appear with his legal counsel and (ii)
the Company has given  detailed  written  notice  thereof to Employee and, where
remedial action is feasible,  he then fails to remedy the act or omission within
a reasonable time after receiving such notice.

                  2.  "Good  Reason"  shall  mean the  occurrence  of any of the
following events: (i) a reduction by the Company or its successor, of Employee's
base salary in effect from time to time  hereunder;  (ii) a  requirement  by the
Company,  without good reason,  that Employee  relocate his  residence  from the
State of Florida; or (iii) the Company's material breach of this Agreement.

         M.  Indemnification  - If Employee is made, or threatened to be made, a
party to any legal action or proceeding, whether civil or criminal, by reason of
the fact that Employee is or was an officer or Employee of the Company or serves
or served any other corporation in any capacity at Company's  request,  Employee
shall be  indemnified  by the  Company,  and the  Company  shall pay  Employee's
related expenses,  including  reasonable  attorneys' fees, when and as occurred,
all to the fullest extent permitted by law.

         N.  Successors  - Any  successor  to the  Company  (whether  direct  or
indirect and whether by purchase, lease, merger,  consolidation,  liquidation or
otherwise)  or to all or  substantially  all of the  Company's  business  and/or
assets shall assume in writing the  obligations  under this  Agreement and agree
expressly to perform the obligations under this Agreement in the same manner and
to the same extent as the Company would be required to perform such  obligations
in the  absence  of a  succession.  The terms of this  Agreement  and all of the
rights  of  the  parties  hereunder  shall  inure  to  the  benefit  of,  and be
enforceable  by,  Employee's  personal  or  legal  representatives,   executors,
administrators, successors, heirs, distributees, devisees and legatees.

         O. Notice - Any notice  required to be given under this Agreement shall
be sufficient if sent by certified or registered mail,  postage prepaid,  return
receipt requested, to the address of each respective party as is set forth under
the signature  lines or as such other address a party may designate from time to
time in writing to the other party.

         P.  Remedies - The  covenants  set forth in  Sections  F, G, H, I and K
shall survive  termination of this Agreement,  and the existence of any claim or
cause of action of Employee  against the  Company,  whether  predicated  on this
Agreement or otherwise, shall not constitute a defense to the enforcement by the
Company of such covenants.  The specific breach of any portion of Sections F, G,
H, I and K by Employee  would cause  irreparable  injury to the  Company,  which
injury  would not be  adequately  compensable  in money  damages and the Company
would not have an adequate remedy at law. Accordingly,  Employee agrees that the
Company shall be entitled,  in addition to other remedies and damages available,
to equitable remedies, including, but not limited to, an affirmative or negative
injunction  (without necessity of posting or filing a bond or other security) to
restrain  violation  hereof  by  Employee  or  by  partners,  agents,  servants,
employers, employees, and all persons acting for or with Employee. Employee also
acknowledges that said equitable relief,  including an injunction,  would not be
adverse to the public interest.

         If any action is commenced to interpret this Agreement or because of an
alleged dispute, breach, default, or misrepresentation in connection with any of
the  provisions of this  Agreement,  the  prevailing  party shall be entitled to
recover reasonable  attorneys' fees and all other costs and expenses incurred in
that action or  proceeding,  in addition to any other relief to which such party
may be entitled.

         In the event that  Employee  violates  any of  Employee's  covenants or
agreements  contained in Sections F, G, H, I and K the Company shall be entitled
to  an  accounting  and  repayment  of  all  profits,  compensation,  royalties,
commissions,  remunerations  or benefits which  Employee  directly or indirectly
shall have realized or may realize  relating to, growing out of or in connection
with  any  such  violation;  such  remedy  shall  be in  addition  to and not in
limitation  of any  injunctive  relief or other  rights or remedies to which the
Company  is or may be  entitled  at law or in equity  or  otherwise  under  this
Agreement.

         Q.  Obligations  Unconditional  - The  obligations of the parties under
this Agreement are  unconditional  and do not depend upon the performance of any
agreements, duties, obligations, or terms outside this Agreement.

         R. Applicable Law - This Agreement is executed and delivered within the
State of Utah and Employee agrees that it shall be construed, interpreted and in
accordance  with the laws of that state.  The court and authorities of the State
of Utah and the Federal  District Court for the District of Utah shall have sole
jurisdiction  and venue over all  controversies  which may arise with respect to
the execution,  interpretation and compliance with this Agreement,  and Employee
hereby waives any other jurisdiction and venue to which Employee may be entitled
by virtue of domicile or otherwise and irrevocably  submits to the  jurisdiction
of such courts with  respect to all  matters  arising  under or relating to this
Agreement.  Further,  should Employee  initiate or bring a suit or action in any
state  other  then the  State of Utah,  Employee  admits  and  agrees  that upon
application  by the Company said suit shall be dismissed  without  prejudice and
filed in a court in the State of Utah.

         S.  Assignment  - The  Company  may,  subject  to the  requirements  of
paragraph  N,  assign  this  Agreement  or its rights  hereunder  to any parent,
affiliate,  shareholder, or successor of the Company, or to any person or entity
which purchases substantially all of the assets of the Company. Employee may not
transfer or assign this  Agreement or any of  Employee's  rights or  obligations
under this Agreement.

         T. Binding  Effect and Benefit - This  Agreement  shall be binding upon
and inure to the benefit of the parties hereto and their respective heirs, legal
and personal representatives, successors and permitted assigns.

         U. Severability - Every provision of this Agreement shall be construed,
to the extent possible,  so as to be valid and enforceable.  If any provision of
this Agreement so construed is held by a court of competent  jurisdiction  to be
invalid,  illegal or otherwise  unenforceable,  such  provision  shall be deemed
severed from this Agreement, and all other provisions shall remain in full force
and effect.

         V. Entire  Agreement - This Agreement  sets forth the entire  agreement
and understanding  between the Company and Employee regarding the subject matter
hereof and supersedes all prior agreements and understandings regarding the same
subject  matter.  This  Agreement  may be modified or amended  only by a written
document duly signed by both the Company and Employee.

         W.  Modification  of  Agreement  - No  waiver or  modification  of this
Agreement or of any term or condition  herein contained shall be valid unless in
it is in writing  and signed by Company  and  Employee,  nor shall any waiver or
modification of this Agreement not duly executed as provided herein be deemed to
be a part of this  Agreement  under  any  circumstances.  No one has  authority,
actual or implied,  to modify this Agreement orally.  The parties hereto further
agree that the  provisions of this Article may not be waived except as set forth
above.

         X. Time - Time shall be of the essence with respect to this Agreement.

         IN WITNESS WHEREOF the parties have executed this  Agreement,  delivery
of which is hereby  acknowledged,  to be  effective  as of the date first  above
written.

                                  EMPLOYEE:

__________________                ___________________________________
Date                                        DOUGLAS SHANE HACKETT



                                  Address: ____________________________

                                           ____________________________


                                  iSHOPPER.com, Inc.


__________________                By: ________________________________
Date                               ___________________________________
                                  Its:________________________________



                                  Address: ___________________________

                                           ___________________________

<PAGE>

                      ADDENDUM "A" TO EMPLOYMENT AGREEMENT

Employee is entitled to 1,000,000 restricted common shares of iShopper.com, Inc.
stock,  which  entitlement shall vest in the stated amounts upon satisfaction by
iShopper.com, Inc. of the following described milestones by the stated dates.

                  Goal                            Date                Shares
                 ------                          ------               ------
Acquisition of Nowseven.com for stock          12/31/1999             150,000

Establishment of new sales channels            05/01/2000             400,000

$30 million gross sales with proper
  funding to close acquisitions                12/31/2000             150,000

Establish telesales division and realize
  a total of $2 Million gross sales            08/30/2000             300,000



<PAGE>

                       ADDENDUM B TO EMPLOYMENT AGREEMENT

Employee has disclosed his interest in the following:

1.   Hackett  Media,  Inc.:   (Subchapter  S);  President;   antique  store  and
     advertising agency.

2.   JCL Holdings,  Inc.: (C Corp); President;  holding company for real estate;
     newsletter

3.   Fortune Financial Systems of Nevada, Inc., and wholly-owned subsidiaries as
     of  11/15/99:   Public  corp.;  Director  of  parent  company  and  various
     subsidiaries.

4.   Renegade Press, Inc.: President, Newsletter; web publishing

5.   List Mart of Florida, Inc.: List management and rental

6.   X Multimedia, Inc.: Investor; director

7.   eFinanceOne.com: Investor; director