BUSINESS PURCHASE AND
                           STOCK ACQUISITION AGREEMENT

         AGREEMENT  as  of  this  1st  day  of  November,  1999,  by  and  among
Nowseven.com,  Inc., a Delaware corporation ("Nowseven"),  Douglas Shane Hackett
and Robin R. Hackett,  TBE  ("Shareholders"),  owners of all of the  outstanding
shares of Nowseven, and iShopper.com, Inc., a Nevada corporation ("iShopper").

         The parties hereto agree as follows:

A.       FACTS AND OBJECTIVES

         iShopper  desires to acquire from  Shareholders  all of the outstanding
shares of Nowseven in exchange for certain shares of iShopper,  and Shareholders
desire to exchange all the shares of Nowseven  owned by them for shares of stock
of iShopper, according to the terms herein.

B.       TERMS AND CONDITIONS

         1. Plan of  Reorganization.  Shareholders  are the owners of all of the
issued and  outstanding  stock of  Nowseven,  which  consists of 1,500 shares of
common stock of the par value of $0.01 per share (the "Nowseven Shares").  It is
the  intention  of the  parties  hereto  that all of the issued and  outstanding
capital  stock of Nowseven  will be acquired by iShopper in exchange  solely for
1,000,000  shares of the  restricted  common  stock of iShopper  (the  "iShopper
Shares").

         2. Exchange and Delivery of Shares. iShopper and Shareholder agree that
the Nowseven Shares will be exchanged with iShopper for the iShopper Shares.  On
the closing date,  Shareholders will deliver a stock certificate or certificates
for all of the outstanding stock of Nowseven, duly endorsed by Shareholders,  as
their  interests  may  appear,  so as to make  iShopper  the  sole  owner of the
Nowseven Shares, free and clear of all liens, claims and encumbrances;  iShopper
shall deliver at or before  closing  certificates  of stock  totaling  1,000,000
shares to  Shareholders  in  proportion  to their  respective  interests  in the
Nowseven Shares, or as Shareholders may direct.

The certificates delivered to Shareholders pursuant to this Agreement shall bear
a legend  in  substantially  the  following  form (to which  terms  Shareholders
agree):

                  "The shares of stock  represented by this certificate have not
                  been registered  under the Securities Act of 1933, as amended,
                  or under the securities laws of any state. The shares of stock
                  have been acquired for investment and may not be sold, offered
                  for  sale  or  transferred  in  the  absence  of an  effective
                  registration under the Securities Act of 1933, as amended, and
                  any applicable state securities laws, or an opinion of counsel
                  satisfactory   in  form   and   substance   to   counsel   for
                  iShopper.com,  Inc. that the transaction shall not result in a
                  violation of federal or state securities laws."

         3.  Representations  and Warranties of  Shareholders.  Shareholder  and
Nowseven represent and warrant as follow:

                  a.  Shareholders  are and will be as of the closing date,  the
         sole owner of all of the outstanding  shares of Nowseven,  which shares
         are and will be free from any claims, liens, or other encumbrances, and
         Shareholders have the unqualified right to transfer said shares.

                  b. The Nowseven  Shares  constitute  validly  issued shares of
         Nowseven, fully paid and nonassessable.

                  c. The  financial  statements of Nowseven  attached  hereto as
         Exhibit A fairly and  accurately  represent the financial  condition of
         Nowseven as of the date of said statements;  there has been no material
         change in the  financial  condition of Nowseven  since the date of said
         statements  except as set forth in Exhibit B; there are no  substantial
         liabilities,   either  fixed  or  contingent,  not  reflected  in  such
         financial  statements  other than contracts or obligations in the usual
         course of business;  and no such  contracts or obligations in the usual
         course of business are liens or other liabilities  which, if disclosed,
         would  alter  substantially  the  financial  condition  of  Nowseven as
         reflected in such financial statements.

                  d.  Neither  Nowseven nor any  Shareholder  is involved in any
         pending litigation or governmental  investigation or proceeding, and no
         threats or claims of litigation or governmental investigation have been
         asserted against Nowseven, except as set forth at Exhibit C.

                  e.  Shareholders  have been supplied  with this  Agreement are
         familiar with and understands its contents.

                  f.  Shareholders,  in  determining  to  acquire  the  iShopper
         Shares,  have  relied  solely  on their  own  analysis  of  information
         obtained  from iShopper and the advice of  Shareholders'  legal counsel
         and accountants or other financial advisors with respect to the tax and
         other consequences involved in purchasing iShopper Shares.

                  g.  Shareholders  understand and acknowledge that their rights
         to the iShopper  Shares will be governed by the terms and conditions of
         the Agreement.

                  h. The  iShopper  Shares being  acquired  will be acquired for
         Shareholders'  own accounts  without a view to public  distribution  or
         resale and that Shareholders have no contract, undertaking,  agreement,
         or arrangement to sell or otherwise transfer or dispose of any iShopper
         Shares or any portion thereof to any person;

                  i. Shareholders (i) can bear the economic risk of the purchase
         of iShopper  Shares,  including the loss of their respective and entire
         investment,  (ii) have such  knowledge  and  experience in business and
         financial  matters as to be capable of evaluating  the merits and risks
         of an investment in iShopper Shares,  (iii) understand that there is no
         guarantee   that  the  actual   performance   of  iShopper   under  any
         circumstances  will match and projections which may have been made, and
         that such  actual  performance  may differ  substantially  from what is
         represented in any such projections.

                  j. Shareholders  acknowledge and understands that the iShopper
         Shares have not been  registered  under the 1933 Act or the  securities
         laws of any  state  and are  subject  to  substantial  restrictions  on
         transfer as described in the Agreement.

                  k. Shareholders will not sell or otherwise  transfer ownership
         or dispose of any  iShopper  Shares or any portion  thereof  unless (i)
         such  iShopper  Shares  are  registered  under  the  1933  Act  and any
         applicable state  securities laws or Shareholder  obtains an opinion of
         counsel which is satisfactory to iShopper that such iShopper Shares may
         be  sold  in  reliance   on  an   exemption   from  such   registration
         requirements,  and (ii) the  transfer is otherwise  made in  accordance
         with this Agreement.

                  l.   Shareholders   understands   that  (i)  iShopper  has  no
         obligation  or intention to register any iShopper  Shares for resale or
         transfer under the 1933 Act or any state securities laws or to take any
         action   (including  the  filing  of  reports  or  the  publication  of
         information  as  required  by Rule 144 under the 1933 Act) which  would
         make available any exemption from the registration  requirements of any
         such laws and (ii) Shareholder  therefore may be precluded from selling
         or  otherwise  transferring  ownership  of or disposing of any iShopper
         Shares or any portion  thereof for an  indefinite  period of time or at
         any particular time.

                  m.   Shareholders   acknowledges  that  Shareholder  has  been
         encouraged to rely upon the advice of  Shareholder's  legal counsel and
         accountants  or other  financial  advisors  with respect to the tax and
         other  considerations  relating to the purchase of iShopper  Shares and
         has been  offered,  during the  course of  discussions  concerning  the
         acquisition of iShopper  Shares,  the opportunity to ask such questions
         and  inspect  such  documents  (including  the  books and  records  and
         financial statements)  concerning iShopper and its business and affairs
         as Shareholder  has requested so as to understand more fully the nature
         of the  investment  and  to  verify  the  accuracy  of the  information
         supplied.

                  n. (i)  Shareholders  are each at least 21 years of age;  (ii)
         Shareholders are all United States citizens;  (iii)  Shareholders  have
         adequate  means  of  providing  for  Shareholders'  current  needs  and
         personal contingencies; (iv) Shareholders have no need for liquidity in
         Shareholders'  investments;  (v) Shareholders maintain their respective
         principal  residences at the addresses  shown below for each;  and (vi)
         all investments in and commitments to non-liquid  investments  are, and
         after the purchase of iShopper  Shares will be,  reasonable in relation
         to Shareholders' respective net worth and current needs.

                  o.  Shareholders  understand  that no federal or state  agency
         including the  Securities  and Exchange  Commission  or the  securities
         commission or authorities of any state has approved or disapproved  the
         iShopper Shares, passed upon or endorsed the merits of the Offering, or
         made any finding or  determination  as to the  fairness of the iShopper
         Shares for public investment.

                  p. Shareholders  understand that the iShopper Shares are being
         offered  and  sold  in  reliance  on  specific   exemptions   from  the
         registration  requirements  of federal and state laws and that iShopper
         is  relying  upon  the  truth  and  accuracy  of  the  representations,
         warranties, agreements,  acknowledgments,  and understandings set forth
         herein in order to determine the  suitability of Shareholder to acquire
         the iShopper Shares.

                  q.  That  the   information   set  forth   herein   concerning
         Shareholder is true and correct.

                  r. Shareholders are all "accredited investors" as that term is
         defined in Regulation D promulgated  under the  Securities  Act of 1933
         (the "1933  Act"),  in that each (i) has an  individual  net worth,  or
         joint net worth with his or her spouse, of at least $1,000,000, or (ii)
         has had individual  income in excess of $200,000,  or joint income with
         his or spouse in excess of $300,000, in each of the last two years, and
         has a reasonable  expectation  of reaching the same income level in the
         current year.

         4.       Representations and Warranties of iShopper

                  a. As of the closing date, the iShopper shares to delivered to
         Shareholder  will  constitute  the valid and legally  issued  shares of
         iShopper, fully paid and nonassessable.

                  b. The officers of iShopper are duly authorized to execute the
         agreement  and  have  obtained  any   authorization   required  of  its
         stockholders.

                  c. As of the closing  date,  iShopper will be in good standing
         as a Nevada corporation.

                  d. The  financial  statements of iShopper  attached  hereto as
         Exhibit D fairly and  accurately  represent the financial  condition of
         iShopper as of the date of said statements;  there has been no material
         change in the  financial  condition of iShopper  since the date of said
         statements  except as set forth in Exhibit E; there are no  substantial
         liabilities,   either  fixed  or  contingent,  not  reflected  in  such
         financial  statements  other than contracts or obligations in the usual
         course of business;  and no such  contracts or obligations in the usual
         course of business are liens or other liabilities  which, if disclosed,
         would  alter  substantially  the  financial  condition  of  iShopper as
         reflected in such financial statements.

         5.  Conditions  of  Closing.  The  closing  shall  occur not later than
December 3, 1999 at 11:00 a.m., at the offices of iShopper,  at on such date and
at such  time as the  parties  mutually  agree,  and  shall be  effective  as of
November 20, 1999.

         6. Delivery of Records.  Shareholder agrees to deliver on or before the
closing date, or at such time as may be mutually agreeable to the parties,  such
documents and corporate records as iShopper may request.

         7. Survival.  All  representations  and warranties herein shall survive
the closing.

         8. Governing Law. This Agreement shall be construed in accordance with,
and  governed  by, the laws of the State of Utah,  and venue with respect to any
dispute shall be fixed in the Third  Judicial  District  Court,  in and for Salt
Lake County, State of Utah.

         9.  Notices.  All  communications  under  this  Agreement  shall  be in
writing, shall be delivered personally, sent by facsimile transmission or mailed
by first class mail,  postage  prepaid,  to the  telecopy  numbers or  addresses
specified below, or to such other telecopy number or address as any party hereto
may have furnished in writing to the others,  and shall be deemed to be given on
the date of delivery if served personally, or the first business day after being
sent by telecopy, or the third business day after mailing:

         If to iShopper:            Mr. Adam Maher
                                    350 South 400 East, Suite 304
                                    Salt Lake City, Utah 84111
                                    Fax No.  (801)366-5613


         If Shareholders:           Douglas Shane Hackett
                                    Robin R. Hackett
                                    1900 Auaqua Dr.
                                    Longwood, FL  32779
                                    Fax No.  (407) 333-9447


         9. Amendment and Waiver: This Agreement may be amended,  and observance
of any term of this  agreement  may be waived,  with (and only with) the written
consent  of the  parties  hereto.  No  waiver of any of the  provisions  of this
Agreement  shall be  deemed  to be or shall  constitute  a waiver  of any  other
provision,  whether or not similar, nor shall any waiver constitute a continuing
waiver.

         10. Severability. In the event that any particular provision(s) of this
Agreement shall for any reason hereafter be determined to be  unenforceable,  or
in violation of any law, governmental order or regulation, such unenforceability
or violation shall not affect the remaining provisions of this agreement,  which
shall  continue  in full force and effect  and be  binding  upon the  respective
parties hereto.

         11.  Attorneys'  Fees. The  non-prevailing  party, as determined by the
Court,  in a judicial  proceeding  for breach of any of the  provisions  of this
Agreement  shall  be  fully  responsible  for  and pay  the  prevailing  party's
reasonable attorneys' fees, costs, and expenses.

         12.  Captions.  The section and/or paragraph titles or captions used in
this  Agreement  are inserted  only as and intended  solely for  convenience  of
reference, and shall in no manner modify, limit, explain, construe, describe the
scope of intent, or in any other way affect the terms of this Agreement.

                                    SHAREHOLDERS

                                    _______/s/__________________

                                    _______/s/__________________



                                    NOWSEVEN.com, INC.


                                    By_______/s/___________________
                                         Douglas S. Hackett
                                         Its Sole Director




                                    iSHOPPER.com, INC.


                                    By____________________________
                                        William E. Chipman, Sr.
                                         Its CFO