Exhibit 10.2

                       Motorola Reseller Agreement

This  Agreement is between Motorola, Inc., by and through its Broadband Wireless
Technology  Center with offices at 50 Commerce Drive, Schaumburg, Illinois 60173
("Motorola")  and  the Authorized Canopy  Solution Provider named above ("ACSP")
and  establishes  the  terms  and  conditions  for  ACSP's  participation in the
Motorola Canopy  ACSP Program (the "Program").  Under the Program, Motorola will
provide marketing and promotional support to ACSP related to ACSP's purchase and
license  of  Motorola  Canopy  Wireless  Broadband  Internet  Access  products
("Products"),  from  the  Motorola  identified  Authorized  Canopy  Distributor
("Distributor"),  for  resale  in the United States, its Territories and Canada.

Added-Value,  Minimum Purchase Targets, Area of Primary Marketing Responsibility
1.1  Motorola  Products  purchased  from  Distributor for resale by ACSP will be
sold  with  added-value  services  such  as  network  system  analysis,  design,
integration,  or  implementation.

1.2  In  order  to ensure adequate technical and marketing support to end users,
eligibility  to  resell  Motorola  Products  is subject to meeting certification
requirements  as described in the Program materials. ACSP will not sell Motorola
Products  without  arranging  for  adequate  post-sales  support.

1.3  ACSP  shall  sell,  as  a  minimum  target,  two  hundred  thousand dollars
($200,000) in Product on an annual basis. Sales will be monitored on a quarterly
basis  and  reviewed  with ACSP to ensure ACSP is capable of reaching the annual
minimum  target. If after 2 consecutive quarters, ACSP has not sold seventy five
thousand dollars ($75,000) of Product, ACSP may no longer qualify to participate
as  a  Motorola  Authorized  Canopy  Solution  Provider.

1.4  ACSP  agrees  that  its  defined  role in Motorola's distribution system is
necessary  in  order  to  most  efficiently  assist  Motorola,  Distributor  and
Motorola's  other distributors, dealers, representatives and resellers to expand
Motorola's  distribution  of  the  Products and to provide the highest levels of
customer  satisfaction.  Accordingly,  ACSP  agrees  to  use its best efforts to
promote and sell the Products only within the United States, its Territories and
Canada  ("Area of Primary Marketing Responsibility").  ACSP acknowledges that it
may  not  sell  Products  to  any  customer whose principal place of business is
outside of ACSP's Area of Primary Marketing Responsibility.  ACSP's sales volume
performance  as  a  reseller of the Products will be evaluated based only on its
sales  volume  performance  of  sales  to  customers  whose  principal places of
business  are in ACSP's Area of Primary Marketing Responsibility.  ACSP's use of
its  best  efforts  within  the  Area  of  Primary  Marketing  Responsibility is
essential  to  continuation  of  the  Agreement.

Relationships

This Agreement shall be applicable to all ACSP company-owned or franchise branch
locations  and/or  remote  sales  and  support  offices.

ACSP  is  an  independent contractor engaged in purchasing Motorola Products for
resale  to  its  customers.   ACSP  is  not  an agent or legal representative of
Motorola  for  any  purpose,  and  has  no  authority to act for, bind or commit
Motorola.

ACSP  has no authority to make any commitment on behalf of Motorola with respect
to  quantities,  delivery, modifications, interfacing capability, suitability of
software  or  suitability  in  specific  applications.  ACSP has no authority to
modify  the  warranty  offered  with  Motorola  Products.  ACSP  will  indemnify
Motorola  from  liability  for any modified warranty or other commitment by ACSP
not  specifically  authorized  by  Motorola.

ACSP  will  not  represent  itself  in  any way that implies ACSP is an agent or
branch  of  Motorola.  ACSP  will  immediately  change  or  discontinue  any
representation  or  business  practice  found  to  be misleading or deceptive by
Motorola  immediately  upon  notice  from  Motorola.

Term,  Limitations,  Termination
The  term of this Agreement is twelve (12) months from the date of acceptance by
ACSP  and Motorola.  This Agreement shall automatically renew on each subsequent
year  for  a  one-year  term, unless it is terminated earlier in accordance with
this  Agreement.

Motorola  or  ACSP  may  terminate this Agreement without cause at any time upon
thirty (30) days written notice or with cause at any time upon fifteen (15) days
written  notice,  except  that neither the expiration nor earlier termination of
this  Agreement shall release either party from any obligation which has accrued
as  of  the  date  of  termination.

Motorola  may, from time to time, give ACSP written notice of amendments to this
Agreement.  Any  such  amendment  will  automatically  become  a  part  of  this
Agreement  thirty  (30)  days  from  the  date  of  the notice, unless otherwise
specified  in  the  notice.
Upon  expiration, non-renewal or termination of this Agreement, all interests in
any  accrued  marketing  funds  will  automatically  lapse.

ACSP  Programs
Motorola  will  invite  ACSP  from  time  to  time to participate in the rebate,
co-operative advertising and promotional programs offered by Motorola as part of
the  Program.  ACSP  may, at its option, participate in such programs during the
term of this Agreement.  Motorola reserves the right to terminate or modify such
programs  at  any  time  at  its  sole  discretion.

ACSP  shall  exert  best  efforts to market Motorola Products, and shall use all
promotional materials supplied by Motorola.  It is ACSP's responsibility to help
its customers determine which system configuration would best serve their needs.

ACSP  shall have sufficient technical knowledge of Motorola Canopy  products and
broadband  wireless  technology in general, and will have access to all Motorola
sales  and  technical  training  programs.

Motorola  does not represent that it will continue to manufacture any particular
item or model of Product indefinitely or even for any specific period.  In fact,
Motorola  specifically reserves the right to modify any of the specifications or
characteristics  of  its Products, to remove any Product from the market, and/or
to  cease  manufacturing  or  supporting  it.

ACSP  is  expected and encouraged to advertise and promote the sales of Motorola
Products  through  all appropriate media including trade show exhibits, catalogs
and  direct  mailings, space advertising, educational meetings, sales aids, etc.
Motorola must approve all such materials that use Motorola's name or trademarks.
Motorola  will  assist  ACSP  in  advertising and promoting Motorola Products in
accordance  with  Motorola's  policy.

Limitation  of  Liability
UNDER  NO  CIRCUMSTANCES,  INCLUDING  ANY INFRINGEMENT CLAIMS, SHALL MOTOROLA BE
LIABLE  TO ACSP OR ANY OTHER PARTY FOR ANY RE-PROCUREMENT COSTS, LOST REVENUE OR
PROFITS  OR  FOR ANY OTHER SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, EVEN IF
MOTOROLA  HAS  BEEN  INFORMED  OF  SUCH  POTENTIAL  LOSS  OR  DAMAGE.

Use  of  Motorola  Trademarks
ACSP  acknowledges  the  following:
Motorola  owns  all right, title and interest in the Motorola name and logotype.
Motorola  is  the  owner  of  certain  other  trademarks  and tradenames used in
connection  with  certain  product  lines  and  software.
ACSP  will acquire no interest in any such trademarks or tradenames by virtue of
this  Agreement,  its  activities  under  it, or any relationship with Motorola.

During  the  term  of  this Agreement, ACSP may indicate to the trade and to the
public  that  it  is  an  Authorized  Canopy  Solution  Provider of the Motorola
Products.  ACSP  may  also use the Motorola trademarks and tradenames to promote
and  solicit  sales  or  licensing  of  Motorola  Products  if done so in strict
accordance  with  Motorola's  guidelines.  ACSP  will  not  adopt  or  use  such
trademarks  or  tradenames,  or  any  confusing  word  or symbol, as part of its
company  name  or  allow  such  marks  or  names  to  be  used  by  others.

At  the  expiration  or  termination  of  this Agreement, ACSP shall immediately
discontinue  any  use of the Motorola name or trademark or any other combination
of  words,  designs,  trademarks or tradenames that would indicate that it is or
was  a  ACSP  of  the  Motorola  Products.

Product  Warranty
The  warranty  terms  and  conditions  will  be as specified in the warranty and
license  terms,  which  accompany  the  Product.

MOTOROLA'S  WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES WHETHER EXPRESS, IMPLIED
OR  STATUTORY  INCLUDING  IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR  PURPOSE.

Software  and  Firmware
8.1  The  software license terms will be specified in the license agreement that
accompanies  the  software  shipment  or is made available on Motorola's Product
web-site.

8.2  One  or  more  components  of equipment ACSP purchases may contain firmware
programs  built into their circuitry. ACSP's purchase of that equipment includes
a  non-exclusive license to use and sub-license the firmware only as part of the
equipment  and  only  under  the  following  conditions:  (a)  Motorola  (or its
supplier)  retains all title and ownership to the programs; (b) the firmware may
not  be  copied,  disassembled,  decompiled  or  reverse  engineered  under  any
circumstances;  and  (c)  ACSP  will only transfer possession of the programs in
conjunction  with  a  transfer  of  equipment.

9.  Proprietary  Information
9.1  Motorola  and  ACSP  shall  each  exercise  due  diligence  to  maintain in
confidence  and  not  disclose  to  any  third party any proprietary information
furnished by the other to it on a confidential basis and identified as such when
furnished.  Except  in  accordance  with this Agreement, neither party shall use
such  information without permission of the party that furnished it.  As used in
this  paragraph,  "due diligence" means the same precaution and standard of care
which  that  party  uses  to safeguard its own proprietary data, but in no event
less  than  reasonable  care.  The  provisions of this Section shall survive for
five  (5)  years  beyond  the  expiration,  non-renewal  or  termination of this
Agreement.

9.2  This  Agreement  does  not  grant  any  license  under any patents or other
intellectual  property  rights  owned  or controlled by or licensed to Motorola.
ACSP  shall  not  have  any  right  to  manufacture  Motorola  Products.

10.  Business  Ethics
Motorola  has historically depended on product quality and superiority, combined
with  outstanding  support  capability  to sell its products in all parts of the
world.  Motorola believes it can continue to grow and prosper without succumbing
to  improper or unethical demands.  Motorola will not do business with any ACSP,
distributor,  agent, customer, or other person if Motorola knows or suspects the
existence  of  questionable  practices.  ACSP  agrees  with  the Motorola policy
stated  in  this  Section.  ACSP agrees not to offer, promise or pay anything of
value,  directly  or  indirectly,  to  any  government official, political party
official,  political  party or candidate for office in order to secure any undue
or  improper  advantage  or  benefit  for  it or Motorola in connection with the
business  opportunities which are the subject of this Agreement.  If ACSP or any
person  under  its  responsibility,  including but not limited to its directors,
officers,  employees  and agents fails to comply in all respects with the policy
set  forth  in  this  Section, Motorola may immediately terminate this Agreement
without  any  liability  whatsoever  to  ACSP.


11.  Compliance  with  Laws
ACSP  agrees  to  comply with all laws and regulations applicable in the Area of
Primary  Marketing  Responsibility,  including  those  dealing with the sale and
distribution  of  the  Products.  ACSP  represents  that  it is not an employee,
officer,  or  representative  of  any  government  or  any  agency  or  other
instrumentality  of  any  government.  ACSP further agrees to inform Motorola of
any  change  in its status or representation.  ACSP agrees not to use all or any
portion  of any rebates or incentives, either directly or indirectly, to make or
offer  a  direct  or  indirect  payment  or  gift  to  any  employee, officer or
representative  of any government, government agency or other instrumentality or
to  any  political  party  or official thereof or to any candidate for political
office under circumstances where the payment or gift would constitute an illegal
payment  under  the  laws  of  the United States or any other applicable laws or
where  the  payment  or  gift  was given for the purpose of securing an improper
advantage  or of obtaining any business benefit.   ACSP, including its officers,
directors,  employees and agents, shall use only legitimate and ethical business
practices  in  the activities contemplated by this Agreement.  ACSP shall comply
fully  with  all  laws  applying  to  the  sale and distribution of the Products
purchased under this Agreement, including the U.S. Foreign Corrupt Practices Act
and local anti-corruption laws.  In connection with this Agreement, neither ACSP
nor  any  of  its  officers,  directors,  employees  or agents shall pay, offer,
promise,  or  authorize  the  payment,  directly or indirectly, of any monies or
anything of value to any government official or employee, any political party or
candidate  for  political  office,  or  any  employee  or  official  of a public
international  organization,  for  the  purpose  of  inducing  or  rewarding any
favorable  action  or  obtaining  any  improper  advantage  in  any  commercial
transaction  or  in any governmental matter.  ACSP further agrees to comply with
all  United States laws and regulations regarding export licenses or the control
or  regulation  of  exportation  or re-exportation of Products or technical data
sold  or  supplied  to  ACSP.  Both  Motorola and ACSP further agree to take the
required  steps  necessary to satisfy any laws or requirements to declare, file,
record  or  otherwise render this Agreement valid.  ACSP agrees to indemnify and
hold  Motorola harmless for all liability or damages caused by ACSP's failure to
comply  with  the  terms  of  this  provision.

12.  Government  Contract  Conditions
In  the event that ACSP elects to sell Motorola Products or services to the U.S.
Government,  ACSP  does  so solely at its own option and risk, and agrees not to
obligate  Motorola as a subcontractor or otherwise to the U.S. Government.  ACSP
remains  solely and exclusively responsible for compliance with all statutes and
regulations  governing  sales  to  the  U.S.  Government.  Motorola  makes  no
representations,  certifications  or  warranties  whatsoever with respect to the
ability  of  its  goods,  services  or  prices  to satisfy any such statutes and
regulations.

13.  Miscellaneous
Notices under this Agreement must be sent by telegram, telecopy or registered or
certified  mail to the appropriate party at its address stated on the first page
of  this  Agreement (or to a new address if the other has been properly notified
of  the  change).  A  notice  will not be effective until the addressee actually
receives  it.

This  Agreement  and  its  schedules  represent the entire agreement between the
parties  regarding  this subject. This Agreement supersedes all previous oral or
written communications between the parties regarding the subject, and it may not
be  modified  or  waived  except  in  writing  and signed by an officer or other
authorized  representative  of  each party.  Neither party will be liable to the
other  for any delay or failure to perform if that delay or failure results from
a  cause  beyond  its reasonable control.  If any provision is held invalid, all
other  provisions shall remain valid, unless such invalidity would frustrate the
purpose  of  this  Agreement. Illinois law governs this Agreement.  Motorola and
ACSP  will  attempt to settle any claim or controversy arising out of it through
consultation  and  negotiation in good faith and a spirit of mutual cooperation.
Any  dispute  which  cannot  be resolved through negotiation or mediation may be
submitted  to  the  courts  within  Illinois  for  resolution.


In  Witness  Whereof, each party hereto has caused this Agreement to be executed
in  duplicate  by  its  duly  authorized  representative:

AUTHORIZED  CANOPY  SOLUTION  PROVIDER     MOTOROLA,  INC.,  BROADBAND  WIRELESS
TECHNOLOGY  CENTER

By /s/ Michael Cummings
   --------------------
   Michael Cummings
   CEO
   8/18/03

By: /s/ Tony Kobrinetz
   -------------------
   Tony Kobrinetz
   VP & GM Motorola Canopy
   8/18/03