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Exhibit 10.10

                              PUT OPTION AGREEMENT
                                (THE "AGREEMENT")

B E T W E E N:

                        UGOMEDIA INTERACTIVE CORPORATION,
                                  ("UGOMEDIA")

                                     - and -

                                   NEVADA FUND
                                   ("NEVADA")

         WHEREAS  pursuant  to the terms of a common  stock  purchase  agreement
dated January 8, 2003 between  Ugomedia,  4137639 Canada Inc.  ("SUB") and Sciax
Technology  Inc.  ("SCIAX")  (the  "PURCHASE  AGREEMENT"),  Sciax  agreed  to an
exchange of all of its outstanding  common stock for exchangeable  shares of Sub
and  preferred  shares of Ugomedia,  all as more  particularly  set forth in the
Purchase Agreement;

         AND  WHEREAS  pursuant  to the  Purchase  Agreement  Ugomedia  signed a
promissory note in favour of Nevada (the "NOTE");

         AND  WHEREAS  Nevada  may own up to  875,000  shares of the  capital of
Ugomedia  (such actual  number of shares  received  upon such  conversion  being
referred  to  herein  as the  "SHARES")  pursuant  to  exercising  its  right of
conversion rights under the Note;
         AND  WHEREAS,  in order to  guarantee to Nevada Fund payment in full of
all  amounts  due it under the Note,  even in the event of the  exercise of such
conversion  right as  aforesaid,  the parties are desirous of entering  into the
within Agreement;

         AND WHEREAS  unless  specifically  defined herein or unless the context
otherwise  requires,  defined terms used herein shall have the meanings ascribed
to such terms in the Purchase Agreement;

         NOW  THEREFORE,  for good and valuable  consideration  (the receipt and
sufficiency  of which are hereby  acknowledged),  the  parties  hereto  agree as
follows:

THE PUT OPTION

1) Subject to the terms and conditions set out in this  Agreement,  and provided
that  Nevada  Fund has  exercised,  whether  in whole or in part,  its option to
convert the Note, Ugomedia hereby grants to Nevada the option (the "PUT Option")
to require Ugomedia

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to  repurchase  the Shares  from Nevada Fund at a price of $.20 per share if the
market  value  (defined as the closing  sale price of a single share of stock on
the exchange on which  UgoMedia's  common stock is then traded) of the Shares is
below  $.20 per share on  February  27,  2004,  being the date on which the Note
becomes due (the "DUE DATE").

EXERCISE OF PUT OPTION

2) On the Due Date, Nevada may exercise the Put Option by delivering to Nevada a
notice of such exercise in writing (the "Put Notice").

EXERCISE PERIOD

3) Unless otherwise exercised, the Put Option shall expire on the Due Date or on
such earlier date on which all  obligations of Ugomedia to Nevada under the Note
have been satisfied in full.

COVENANT NOT TO TRANSFER SHARES

4) While this  Agreement  is in effect,  Nevada  shall not  transfer  all or any
portion of the Shares to any party except pursuant to this Agreement,  nor shall
it encumber the Shares in any manner.  The  Corporation  shall not  authorize or
otherwise permit the transfer of the shares to any party except pursuant to this
Agreement.

GENERAL

5) The agreement  shall be construed in accordance with the laws of the state of
Nevada.

6) The invalidity or  enforceability of any provision of this Agreement will not
affect the validity or  enforceability of any other term, but the agreement will
be construed as if such invalid term were omitted.

7) The  parties  may amend any of the  provisions  of this  Agreement  either by
separate  written  instrument or by endorsing  the amendment on this  Agreement,
which amendment,  in either form, must be signed by all parties and witnessed. A
waiver of any  default,  breach or  non-compliance  under this  Agreement is not
effective  unless in writing  and signed by the party to be bound by the waiver.
No waiver  shall be  inferred  from or implied by any failure to act or delay in
acting by a party in  respect of any  default,  breach or  non-observance  or by
anything done or omitted to be done by the other party. The waiver by a party of
any default,  breach or non-compliance under this Agreement shall not operate as
a  waiver  of that  party's  rights  under  this  Agreement  in  respect  of any
continuing or subsequent default,  breach or non-observance (whether of the same
or any other nature).

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8) The parties,  without  further  consideration,  shall execute and deliver any
document  or  documents  and take such  further  action  as the other  party may
reasonably require from time to time to give effect to the provisions and intent
of this Agreement.

9) This Agreement  shall enure to the benefit of and be binding upon the parties
hereto and their respective  heirs,  executors,  administrators,  successors and
assigns.  Notwithstanding the foregoing,  this Agreement shall not be assignable
by any party  hereto  without  the  express  written  consent of the other party
hereto.

10) Any notice or communication  to be given hereunder may be effectively  given
by delivering the same at the addresses  hereinafter set forth or by sending the
same by facsimile or prepaid  registered  mail to the parties at such addresses.
Any notice so mailed shall be deemed to have been received on the fifth business
day next  following  the  mailing  thereof  provided  the  postal  service is in
operation  during such time.  Any facsimile  notice shall be deemed to have been
received  on the  business  day next  following  the date of  transmission.  The
mailing and  facsimile  addresses of the parties for the  purposes  hereof shall
respectively be:

         if to Ugomedia:

                  o

                  Attention: o
                  Facsimile: o

         if to Nevada:

                  o

                  Attention: o
                  Facsimile: o

         Either  party may from time to time notify the other party  hereto,  in
accordance  with  the  provisions   hereof,  of  any  change  of  address  which
thereafter, until changed by like notice, shall be the address of such party for
all purposes of this Agreement.

11) This  Agreement  may be  executed  by the  parties in any number of separate
counterparts  each of  which,  when  so  executed  and  delivered,  shall  be an
original,  but all such counterparts shall together  constitute one and the same
instrument.  Counterparts  may be executed  either in original or faxed form and
the parties adopt any signatures received by a receiving fax machine as original
signatures  of the  parties,  provided,  however  that any party  providing  its
signature in such manner shall  promptly  forward to the other party an original
of the signed copy of this Agreement which was so faxed.

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         IN WITNESS  WHEREOF,  the parties herto have executed this Agreement as
of this day of March, 2003.

                                              UGOMEDIA INTERACTIVE CORPORATION


                                              Per:__________________________
                                              Name:

                                              Authorized signatory.

                                              NEVADA FUND


                                              Per:__________________________
                                              Name:

                                              Authorized signatory.

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