RELEASE AGREEMENT


     This Agreement made as of the 12th  day of   November, 2002.


AMONG:

     KAF  NETWORKS  LLC,  a corporation incorporated pursuant to the laws of the
     State  of  Florida  ("KAF")

     - and -

     BRIAN  FOWLER,  of  the  City  of  Burlington,  in  the Province of Ontario
     ("Fowler")

     - and -

     ROBERT  S.  GIBLETT,  of the City of Burlington, in the Province of Ontario
     ("Giblett")

     - and -

     THE  GIBLETT  FAMILY TRUST, a trust established pursuant to the laws of the
     Province  of  Ontario  (the  "Giblett  Trust")

     - and -

     DAT  FAMILY  ENTERPRISES  INC.,  a corporation incorporated pursuant to the
     laws  of  the  Province  of  Ontario  ("DAT")

     - and -

     PJMC  FAMILY  ENTERPRISES  INC., a corporation incorporated pursuant to the
     laws  of  the  Province  of  Ontario  ("PJMC")

     - and -

     PAUL  BURTON,  of  the  City  of  Burlington,  in  the  Province of Ontario
     ("Burton")

     - and -

     1002390  ONTARIO  INC.,  a corporation incorporated pursuant to the laws of
     the  Province  of  Ontario  (the  "Corporation")

     - and -

     THEGLOBE.COM,INC.,  a  Delaware  corporation  (the  "Globe")


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                                        2

     WHEREAS:

1.   The  Corporation  was  incorporated  by Articles of Incorporation effective
     September  25th,  1992  which  Articles  of Incorporation remain unamended;

2.   Giblett  was  elected a director of the Corporation on September 25th, 1992
     and  is  the  sole  director  as  of  the  date  of  this  Agreement;

3.   Giblett  became  an  officer  holding  the office of President on September
     25th,  1992 and has held that office since that date other than for a short
     period  during  1993;

4.   Giblett and the Giblett Trust are the sole shareholders of the Corporation.

5.   The  Corporation  is  authorized  to  issue an unlimited number of Class A,
     Class  B,  Class  C  and  Class  D  shares;

6.   In  or  about  January,  2002, KAF, Giblett, Burton, DAT, PJMC, the Giblett
     Trust  and  the  Corporation entered into discussions whereby DAT, PJMC and
     Burton  would  each  become  shareholders  of the Corporation and in fact a
     Shareholders  Agreement  dated  January  22nd,  2002  (the  "Shareholders
     Agreement")  was  executed  by each of KAF, Giblett, DAT, PJMC, the Giblett
     Trust  and  the  Corporation  in  anticipation  of  such  an  event;

7.   Burton  was named as a party to the Shareholders Agreement; however, he did
     not  execute  the  Shareholders  Agreement;

8.   Although  the  Shareholders  Agreement  was  executed  as stated above, the
     parties  thereto  took  no  steps  to  further  or enforce the Shareholders
     Agreement  in any way and none of the shares which were contemplated by the
     Shareholders  Agreement  to  be  issued  were  in  fact  issued;

9.   At  no  time have any of the parties to the Shareholders Agreement save and
     except  Giblett  and the Giblett Trust been involved in the business of the
     Corporation  nor  have  any  parties  in  any way exercised any rights of a
     shareholder  save  and  except  Giblett  and  the  Giblett  Trust;

10.  The  parties  hereto agree that the Shareholders Agreement is null and void
     and  of  no  force  and  effect  and  they wish to confirm the same in this
     Agreement;

11.  Fowler  and  Giblett  have  from  time  to  time had further discussions in
     connection  with Fowler becoming a shareholder, director and officer of the
     Corporation;  however,  although  various documentation was prepared and in
     some  cases  executed  in  contemplation  of Fowler becoming a shareholder,
     director  and/or  officer,  such  transactions were never completed and any
     documentation  indicating  otherwise was anticipatory and was to be held in
     escrow  until  such  time  as  negotiations between Fowler and Giblett were
     finalized;


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                                        3

12.  At  no  time  was Fowler ever appointed as a director and/or officer of the
     Corporation;

13.  Prior  to,  during  and following all of the aforesaid negotiations, Fowler
     created  certain  technology  which  is  hereinafter  referred  to  as  the
     "internet telephony technology" which enables telephone calls to be made on
     a  data  network  between  "traditional"  telephones  and computer networks
     through  a  series  of  computer  switches;

14.  Fowler no longer carries on business with Giblett or the Corporation in any
     manner;

15.  Fowler  and  the Corporation each claim ownership to the internet telephony
     technology;

16.  Fowler  wishes  to transfer the internet telephony technology to the Globe,
     an  unrelated  third  party  ("Purchaser");

17.  Prior  to  purchasing  the  internet  telephony  technology  the  Purchaser
     requires  written  confirmation from the Corporation and any other relevant
     party  that neither the Corporation nor any other party claims any interest
     in  the  internet  telephony  technology;

18.  The  parties  are  prepared  to  release  any interest they may have in the
     internet  telephony technology notwithstanding any dispute as to ownership;

19.  The  purpose  of  this  Agreement is firstly to clarify for all intents and
     purposes the actual shareholders of the Corporation as well as the existing
     officers  and  directors  and,  secondly, to release any interest which the
     Corporation or any of the individual parties hereto may have or may purport
     to  have  in  the  internet  telephony  technology.

NOW THEREFORE in consideration in payment of the sum of TEN ($10.00) DOLLARS and
other  good  and valuable consideration (the receipt and sufficiency of which is
hereby  duly  acknowledged)  the  parties  hereby  agree  as  follows:

1.   The  above  recitals are true and accurate and form part of this Agreement.

2.   NO SHAREHOLDERS AGREEMENT - The Shareholders Agreement is null and void and
     -------------------------
     of  no  force  and  effect.

3.   SOLE  SHAREHOLDER  -  The  only  shareholders of the Corporation are Robert
     -----------------
     Giblett  and  the  Giblett  Family  Trust.

4.   SOLE  DIRECTOR  -  The  sole director of the Corporation is Robert Giblett.
     --------------

5.   SOLE  OFFICER  -  The  sole  officer  of the Corporation is Robert Giblett.
     -------------


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                                        4

6.   RELEASE OF FOWLER - The Corporation and each of the undersigned (except for
     -----------------
     the  Globe) hereby release, remise and forever discharge Fowler, his heirs,
     executors, successors and assigns of and from all manner of actions, causes
     of  actions,  suits,  debts,  dues,  accounts, bonds, covenants, contracts,
     claims and demands whatsoever which against Fowler, the Corporation and /or
     the  others now have, ever had or hereinafter can, shall or may have for or
     by  reason  of any cause, matter or thing whatsoever relating to or arising
     from  the  internet  telephony technology including any moral, proprietary,
     equitable  or  any  other  right  whatsoever  therein.

7.   RELEASE  OF  THE  GLOBE - The Corporation, Giblett, the Giblett Trust, DAT,
     -----------------------
     PJMC and Burton hereby release, remise and forever discharge the Globe, its
     officers, directors, agents, affiliates, successors and assigns of and from
     all  manner  of  actions,  causes of actions, suits, debts, dues, accounts,
     bonds,  covenants,  contracts,  claims and demands whatsoever which against
     the Globe, the Corporation and/or Giblett, the Giblett Trust, DAT, PJMC and
     Burton  now  have, ever had or hereinafter can, shall or may have for or by
     reason of any cause, matter or thing whatsoever relating to or arising from
     the  internet  telephony  technology  including  any  moral,  proprietary,
     equitable  or  any  other  right  whatsoever  therein.

8.   RELEASE OF ANY CLAIM TO INTERNET TELEPHONY TECHNOLOGY - The Corporation and
     -----------------------------------------------------
     each  of  the  undersigned hereby acknowledge, confirm and warrant that the
     Corporation  has  no further interest, claim, title, ownership or any other
     right  or  claim  in  or to the internet telephony technology and, further,
     that  Fowler  has  the  full power and authority to transfer and assign the
     internet  telephony  technology  to  the  Purchaser.

9.   MUTUAL  RELEASE - Further, the parties hereto (except for the Globe) hereby
     ---------------
     release,  remise  and forever discharge each other, their heirs, executors,
     administrators,  successors  and assigns of and from all manner of actions,
     causes  of  actions,  suits,  debts,  dues,  accounts,  bonds,  covenants,
     contracts,  claims and demands whatsoever which against the others each may
     have,  ever  had  or hereinafter can, shall or may have for or by reason of
     any  cause,  matter  or  thing  whatsoever relating to and arising from the
     business of the Corporation including any interest in the equity, assets or
     liabilities  of  the  Corporation.

10.  NO  CONTRIBUTION  OR INDEMNITY - Each of the parties (except for the Globe)
     ------------------------------
     agrees  not  to  make  any  claim or take any proceedings against any other
     person  or  corporation  who might claim contribution or indemnity from the
     parties  with  respect  to  any  matters  which may have arisen between the
     parties  with  respect  to  the  Corporation  up  to  the  present  time.

11.  GOVERNING  LAW  -  This  Agreement shall be governed in accordance with the
     --------------
     laws  of the Province of Ontario and the laws of Canada applicable therein.


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                                        5

12.  COUNTERPARTS  -  This Agreement may be signed in counterparts with the same
     ------------
     result  as  if  all  parties  had  each  executed  a  principal  copy.

13.  FURTHER  ASSURANCES  - The parties hereto agree to execute and deliver such
     -------------------
     further  and  other  documents  and  perform and cause to be performed such
     further and other acts and things as may be necessary or desirable in order
     to  give  full  effect  to  this  Agreement  and  every  part  thereof.

14.  BINDING ON SUCCESSORS - The provisions of this Agreement shall enure to the
     ---------------------
     benefit  of  and  be  binding  upon the parties and their respective heirs,
     successors,  executors,  administrators  and  assigns.


     IN  WITNESS  WHEREOF  the  parties  hereto have caused this Agreement to be
executed  as  of  the  date  first  above  written.

                              KAF  NETWORKS  LLC.


                              PER:  ______________________________

                              "I have authority to bind the Corporation"


                              ___________________________________
                              BRIAN  FOWLER


                              ___________________________________
                              ROBERT  S.  GIBLETT


                              THE GIBLETT FAMILY TRUST

                              PER:_______________________________

                              "I have authority to bind the Trust"

                              DAT  FAMILY  ENTERPRISES  INC.

                              PER:_______________________________

                              "I have authority to bind the Corporation"


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                                        6

                              PJMC  FAMILY  ENTERPRISES  INC.

                              PER:_______________________________

                              "I have authority to bind the Corporation"



                              ____________________________________
                              PAUL  BURTON

                              1002390  ONTARIO  INC.


                              PER:  _______________________________

                              "I have authority to bind the Corporation"


                              THEGLOBE.COM,INC.



                              PER:  _______________________________

                              "I have authority to bind the Corporation"



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