<Page>

                                                            Exhibit 10.37(a)

                       [CERTIFIED TRANSLATION FROM GERMAN]

                                Purchase Contract

                                concluded between

                              1. Novento Telecom AG
                                Herdter Lohweg 89
                               405 49 Dusseldorf,

                        2. MultiCall Telefonmarketing AG
                                 OlympiastraBe 1
                                26419 Schortens,

                    3. Cybernet Internet Dienstleistungen AG
                           Stefan George Ring 19 - 23
                                  91929 Munchen

                                       and

                              TELCAT MULTICOM GmbH
                                Sudetenstrasse 10
                                38239 Salzgitter

PREAMBLE

The companies indicated under 1 to 3, hereinafter referred to as Sellers,
operate resale of telephone services of third parties in their own name. A
similar business is also operated by TELCAT MULTICOM GmbH, in short TELCAT.

The Sellers currently have about 1,365 Internet service customers, and achieve
sales of about Euro 2,700,000 for the year of 2002 (extrapolated on the basis of
the numbers for the first six months).
<PAGE>

SUBJECT OF PURCHASE

         The Sellers herewith sell their entire stock of contracts on Internet
         services ("customer contracts") effectively concluded as of August 1,
         2002, and, at the same time, cede to TELCAT any and all accounts
         receivable arising from these contracts from August 1, 2002. The sale
         and cession occur with economic effect as of August 1, 2002 and are
         under the suspense condition of the payment of the base price pursuant
         to Item 4 of this Contract. (Sellers' note: The start of the condition
         in accordance with the German law corresponds with the term of "Closing
         Day" according to North American understanding.)

         The customer contracts are listed in Enclosure (1) to this Contract, in
         each case indicating the customer name, contract number, and the date
         of coming in force. The contractual parties are well aware that the
         consent of the customers required for the cession of their contracts is
         not given yet, and that the cession does require the customers'
         consent.

         The Sellers undertake, doing so each individual seller for its
         particular base of customer contracts, to assist with their best effort
         in persuading their customers to agree to the cession of their
         contracts to TELCAT. The contractual parties assume, and agree upon for
         the purpose of this Contract, that the required consent of the
         customers can be obtained in that the customers, after receiving a
         notification in accordance with Enclosure (2), will continue to use the
         services and perform payment to TELCAT. TELCAT is bound to adhere to
         the usual billing dates, i.e., to issue a bill no later than the 15th
         business day of each month.

         The statement, to which extent customer contracts have been taken over,
         shall be made on the basis of the first monthly billing by TELCAT for
         the month of August 2002. The customers who pay the bill for August
         2002 at the latest by October 31, 2002, and do not object to the
         cession, shall count as customers taken over within the meaning of this
         Contract.

     1.  OBLIGATIONS OF THE SELLERS

     Immediately after the conclusion of this Contract, the Sellers shall
     perform the acts stipulated under Enclosure (3).

     2.  PURCHASE PRICE

     3(a) AMOUNT OF THE PURCHASE PRICE

     The purchase price amounts to
     i.    Euro 1,000,000.00 (Base price)

     ii.   Less a price adjustment according to the following provisions,
<Page>

     iii.  Plus a commission of 6% of sales achieved by TELCAT with the
           Sellers' customers taken over within 24 months from August 1, 2002
           in accordance with Item 1; however, such commission shall not
           exceed 33% of the base price adjusted according to the following
           rules.

     The purchase price shall be internally distributed to the Sellers as
     follows:
     Novento Telecom AG:                   36%
     Multicall Telefonmarketing AG:        34%
     Cybernet Internet Dienstleistungen:   30%

     3(b) PURCHASE PRICE ADJUSTMENT

     The base price is based on the assumption that TELCAT will take over all
     customer contracts. Should this assumption not realize, the base price
     shall be adjusted on the following basis. The contractual parties shall
     first determine average sales from January 1, 2002 to July 31, 2002
     ("Average sales January/July") for all customer contracts listed in
     Enclosure 1. Six weeks after the billing for the month of August 2002,
     however no later than on November 15, 2002, the contractual parties shall
     determine, which customer contracts were taken over by TELCAT in accordance
     with the provision under Item 1, Paragraph 3 of this Contract, and which
     were not. A separate average sales amount for January/July shall now be
     determined for those customer contracts not taken over. From the ratio of
     average sales January/July of all customer contracts to average sales
     January/July of the customer contracts not taken over, the amount then
     shall be calculated, by which the base price portion of Euro 1,000,000.00
     will be reduced ("Reduction"). If the share of the customer contracts not
     taken over in relation to the connected sales is lower than a certain
     percentage, no reduction shall be performed.

     The amount of reduction is Euro 1,000,000.00 - X. X is to be calculated as
     follows:

     (Average sales January/July for contracts on the list in Enclosure 1) /
     (Average sales January/July for contracts taken over)

                                        as

     Euro 1,000,000.00 / %

     3(c) MATURITY OF THE PAYMENT OF REDUCTION

     If not all customer contracts are taken over, TELCAT shall be entitled to
     re-payment of the reduction amount. The mount of reduction shall be
     determined six weeks after the billing for the month of August 2002,
     however no later than on November 15, 2002. The payment of the amount of
     reduction to TELCAT shall become due within 7 days after it has been
     determined. To ensure the payment of this entitlement to a reduction, the
     Sellers deposit a directly liable, irrevocable guarantee issued by a
<Page>

     German bank payable upon first demand, in the amount of Euro 400,000.00
     with the content as indicated in ENCLOSURE (4).

     When calculating the base price of Euro 1,000,000.00 and the sales
     commission, such customers shall be included that - although they are not
     customers yet on the date of concluding this Contract -, become customers
     of TELCAT by August 31, 2002 and are indicated in ENCLOSURE (5). If after
     the conclusion of this Contract the Sellers bring customers that are not
     listed in ENCLOSURE (5), each particular Seller shall obtain an adequate
     commission individually agreed upon by the two contractual parties (See
     Point U).

     3.  PAYMENT OF THE PURCHASE PRICE

     The base price of Euro 1,000,000.00 becomes due and must be paid, without
     delay, after the handover of the following documentation and performance of
     the following tasks:

     1.  Handover of customer files
     2.  Handover of customer files in CVS format
     3.  Reconciliation of the CDR formats
     4.  Handover of GoCom access data
     5.  Handover of a list of countries with tariff assignment
     6.  Ports for service hotlines
     7.  Switch of Worldcom customers to Colt
     8.  Announcement of the purchase terms and conditions with Colt
     9.  Transfer of 0800 customers
     10. Transfer of the guarantee in accordance with Enclosure A
     11. Proof of authority to represent by the persons signing for the
         contractual parties

     The contractual parties shall endeavour to perform the aforementioned
     points by August 15, 2002.

     The sales commission of 6% shall be determined on the basis of sales for
     individual months achieved with the customers taken over, and shall be paid
     out by the 20th business day of the following month, doing so until a 33%
     portion of the base price (adjusted by the aforementioned reduction, if
     applicable) is reached, however, no longer than for 24 months ("Adjustment
     period").

     During the indicated period, the Sellers are entitled to demand
     information, in a suitable manner, about the sales achieved and the status
     of individual customer contracts, inspect the relevant statements and
     accounting records and have them audited by a person enjoined to secrecy.
     Without any specific request being made, TELCAT shall keep the particular
     Sellers informed about any termination and re-activation of customer
     contracts during the entire period.
<Page>

     4.  CONTINUATION OF THE BUSINESS OPERATION

     Should TELCAT be made liable for any accounts payable by the Sellers
     arising before August 1, 2002, the Sellers undertake to release TELCAT from
     such liabilities, irrespective of their nature, and immediately pay them
     themselves.

     The Sellers are liable for any accounts payable arising from services
     provided within the customer contracts until August 1, 2002, while TELCAT
     is liable for such accounts payable arising in the subsequent time period.
     Should the Sellers receive any bills for the services provided by TELCAT
     after August 1, 2002, the Sellers are bound to forward them to TELCAT
     without delay. The same principle applies to the case, where TELCAT obtains
     payments for services provided before August 1, 2002. If some customer
     contracts do not devolve to TELCAT in accordance with the preceding
     provisions, TELCAT undertakes to provide the Sellers with the services
     required for the provision of such services, and the Sellers undertake to
     compensate TELCAT for the costs (connection costs) thus incurred. Using
     suitable documentation, TELCAT shall enable the Sellers to bill the
     services to the customers not taken over.

     5.  COMPETITION-REGULATING AGREEMENT

     The Sellers undertake not to get involved in competition, directly or
     indirectly, with TELCAT in the domain of the sale of Internet services for
     three years from August 1, 2002. All customer contracts on Internet
     services acquired by the Sellers, directly or indirectly, within the
     aforementioned time period shall be tendered to TELCAT. A separate agent
     contract shall be concluded in this connection.

     6.  RIGHTS OF THE SELLERS IN CASE OF DEFECTS

     The Sellers give assurance that the subject of purchase is transferred free
     of any rights of any third parties ad that they are entitled to full
     disposal of such subject. In addition, the Sellers give assurances that the
     customer contracts listed in Enclosure 1 represent the entire customer base
     of the Sellers and include, where none of the contracts indicated is
     terminated as of August 1, 2002, and no customer has disputed the legal
     validity of his contract or, to the best knowledge of the Sellers, plans to
     raise no objection.
<Page>

     7.  SAFEGUARDING CLAUSE

     Should any provision of this agreement be or become ineffective or
     inapplicable, partially or completely, or should a legal loop occur in this
     Contract, the validity of the remaining provisions of this Contract shall
     remain intact. Instead of the ineffective or inapplicable provision(s),
     such provision(s) shall be agreed upon that best reflect(s) the meaning and
     purpose of the ineffective or inapplicable provision(s). If a legal loop
     occurs, such provision shall be agreed upon that - taking into
     consideration the meaning and purpose of this Contract - would have been
     agreed upon, if such opportunity had been foreseen. This principle also
     applies to such cases, where the invalidity of a provision stems from a
     measure of service standardized in this Contract or from time; in such case
     a measure of the services or time closest to the intended measure and
     legally permissible shall be agreed upon.

     8.  APPLICABLE LAW

     All entitlements and rights arising from this Contract are governed by the
     law of the Federal Republic of German. The application of the UN purchase
     law (CISG) is explicitly ruled out.

     Munich, on July 29, 2002

     Novento Telecom AG

                           [Signature]

     MultiCall Telefonmarketing AG

                           [Signature]

     Cybernet Internet Dienstleistungen AG

                           [Signature]

     TELCAT

         [Signature]       [Signature]