THIS INDENTURE OF LEASE AGREEMENT made this 20th day of October a.d. 2000.

IN PURSUANCE OF THE LAND TRANSFER FORM ACT, PART 2

BETWEEN:

          EBCON  PROPERTIES  LTD., a British  Columbia company having a place of
          -----------------------
          business at 207 - 45485 Knight Road, Chilliwack, British Columbia, V2R
          3G3

                  ( hereinafter called "the lessor" )

                                                               OF THE FIRST PART

AND:

          MERILUS Technologies Inc. 300 - 46165 Yale Rd, Chilliwack, BC V2P 2P2
          -------------------------

                  ( hereinafter called "the Lessee")

                                                             OF THE SECOND PART.

In  consideration  of the  covenants,  agreements  and  conditions  herein , the
parties agree as follows:

PREMISES/ PROPORTIONATE SHARE
-----------------------------

The Lessor demises and leases to the Lessee the premises  (herinafter called the
"Demised Premises"), as more particularly described and outlined in Schedule "A"
attached hereto, comprising an area deemed to be 8075 square feet, more or less,
located  on the  THIRD  floor of that  Building  situated  at 46165  Yale  Road,
Chilliwack, BC, (hereinafter called the "Building")

                            (Municipal/civic address)

For the purposes  within this agreement the  Proportionate  Share of the Demised
Premises  described above shall be determined  based on the ratio of the area of
the Demised  Premises to the total  rentable  area of the  Building of which the
Demised Premises form a part,  specifically Twenty Four And Three One Hundredths
percent (24.03%).


<PAGE>
                                        2


TERM
----

To have and to hold the Premises for and during the term of Three  (3)years from
the Commencement Date.

COMMENCEMENT DATE
-----------------

1st day of December, 2000


TENANT IMPROVEMENTS
-------------------

Tenant space to be improved at the  Lessor's  expense as per the layout shown on
Schedule "A" attached.  Such improvements to include:  o Painted drywall walls -
Schedule "A" o New Carpeting o T- Bar Ceilings o Lighting and  electrical as per
tenants plan - Schedule "B" o 2 Showers / change rooms


RENT
----

The  Lessee  shall pay to the  Lessor,  Rent over the whole of the Term,  of Two
Hundred and Seventy  Three  Thousand  Five Hundred and Forty Six 24/100  dollars
($273,546.24)  payable in advance without  deduction in monthly  installments at
the  first  of each  and  every  month  during  the  Term  commencing  with  the
Commencement  Date and  continuing  thereafter  each and  every  month up to and
including the 1st day of November,  2003; and payable the following manner, that
is to say:

             The  sum  of  Seven   Thousand  and  Thirty  Seven  34/100  dollars
             ($7,037.34)  commencing  on the  1st  day  of  December,  2000  and
             continuing  thereafter on the 1st day of each and every month up to
             and including the 1st day of February, 2001.

             The sum of Seven  Thousand  Three  Hundred and Fifty  Eight  01/100
             dollars  ($7,358.01)  commencing on the 1st day of March,  2001 and
             continuing  thereafter on the 1st day of each and every month up to
             and including the 1st day of May, 2001.

             The sum of Seven  Thousand  Six Hundred and  Seventy  Eight  67/100
             dollars  ($7,678.67)  commencing  on the 1st day of June,  2001 and
             continuing  thereafter on the 1st day of each and every month up to
             and including the 1st day of November, 2003.


<PAGE>
                                       3

In addition to the rent as described  herein the Lessee shall be  responsible to
pay all and any taxes or other charges  levied  against such rent by any and all
government agencies.

TAXES
-----

The Lessee  shall pay its  Proportionate  Share of all  Municipal  or other real
property taxes and rates, including school rates and local improvements assessed
against the said Building of which the Demised Premises form a part.  Payment of
such taxes  shall be made by the Lessee to the Lessor and shall be  included  in
the monthly triple net installment.

OPERATING COSTS
---------------

The  Lessee  shall pay to the Lessor its  Proportionate  Share of the  operating
costs including general upkeep and maintenance reasonably incurred by the Lessor
and also including any license,  taxes, rates or assessments which may be levied
by the  appropriate  governmental  authority in relation to the Building and its
improvements  of which the Demised  Premises  form a part.  These costs shall be
defined to include the following:

a)   insurance as required to adequately protect the Building;

b)   preventative  servicing and minor repairs of the heating,  ventilating  and
     air-conditioning (HVAC) system;

c)   water and sewer rates;

d)   electric power;

e)   gas heating;

f)   snow and garbage removal;

g)   landscaping and common area maintenance;

h)   cleaning and maintenance of the interior of the Building;

i)   exterior window cleaning

j)   preventative servicing and minor repair of elevator;

Payment  of such  costs  shall be made by the  Lessee to the Lessor and shall be
included in the monthly triplenet installment.

Actual  operating costs shall be compiled and summarized  within sixty (60) days
of the end of the calendar  year and provided to the Lessee.  The Lessee will be
responsible to pay its  Proportionate  Share of any amount that may be in excess
of the amount collected by way of the monthly triplenet installment.  The Lessor
shall  refund or credit the Lessee's  Proportionate  Share in the event that the
Lessee has over contributed by way of the monthly triplenet installment.


<PAGE>
                                       4

THE LESSEE COVENANTS WITH THE LESSOR
------------------------------------

1. To repair and to keep the Demised  Premises in as good condition as they were
as of the actual date of  possession  of the Demised  Premises,  subject only to
reasonable wear and tear or damage by fire and lightning, tempest and earthquake
or any other act of God or as a result of war, riot, sabotage or explosion,  and
save as  hereinbefore  reserved and stipulated to be the  responsibility  of the
Lessor.

2. To give the  Lessor  or his  agent  immediate  notice  of any  defect  in the
Building  structure,  windows and glass,  mechanical,  electrical,  plumbing and
heating systems related to the Demised Premises of which the Lessee is aware of.

3. To allow the Lessor to enter and view the Demised  Premises  and the state of
repair,  and to repair according to notice within THIRTY (30) days thereof,  and
in the event of the Lessee  refusing  or  neglecting  to repair,  the Lessor may
enter upon the said  Demised  Premises and make such repairs and may recover the
cost thereof as rent from the Lessee.

4. To keep the Demised Premises in a clean and healthy condition.

5. To  leave  the  Demised  Premises  in a clean  and  tidy  condition  upon the
termination of the term herein,  and to surrender the same to the Lessor in like
condition.

6. To use the  Demised  Premises  for office  purposes,  and not to carry on any
other  business in the  Demised  Premises,  nor to carry on any  business on the
Demised Premises which shall be deemed to be a nuisance,  increase the hazard of
fire,  or create any other  peril,  or be likely to cause damage or liability of
any kind on or in  respect  of the  Demised  Premises  or  adjacent  properties,
without the consent of the Lessor first had and obtained.

7. Not to do or permit to be done on the Demised  Premises  anything whereby the
Insurance on the Demised  Premises or the said  Building may be rendered void or
voidable or the premiums increased.

8. To make no alterations  in the  structure,  plan or partitions of the Demised
Premises nor install any plumbing,  piping,  wiring or heating apparatus without
the written permission of the Lessor first had and obtained but in any event all
repairs, alterations and installations made by the Lessee to or upon the Demised
Premises  shall be the  property  of the Lessor and shall be  considered  in all
respects as part of the Demised Premises.

9. To indemnify  and save harmless the Lessor from and against all or any manner
of claims for liens,  wages or  materials  or for damages to persons or property
caused  during the making of or in  connection  with any  repairs,  alterations,
installations  and additions  which the Lessee shall make or cause to be made on
or to the Demised Premises.

<PAGE>
                                       5

10.  To  maintain  and keep in force at its own  expense  comprehensive  general
liability  insurance with a company approved by the Lessor,  in an amount of ONE
MILLION ( $1,000,000.00 ) DOLLARS or as may from time to time be required by the
Lessor and tenants fire insurance equal to the Demised Premises or of the entire
Building of which the Demised Premises form a part,  insuring the Lessee and the
Lessor against any liability  that may occur against them or any  occurrences in
or about the Demised  Premises during the term or in consequence of the Lessee's
occupancy of the Demised  Premises and resulting in personal  injury or death to
any one or more persons or resulting in damage to any real or personal  property
and to provide a copy of the liability policy to the Lessor.

11. To provide  adequate  insurance  coverage  on the  windows  and glass in the
Demised Premises in respect of breakage or other.

12. Subject to the above,  not to assign or sub-let without leave of the Lessor,
nor to sub-let on terms other than as contained in this Lease, such leave not to
be unreasonably withheld.

13.  To be  responsible  for  and to  pay  any  Social  Services  Tax,  Workers'
Compensation  Board levies and all wages to employees payable in relation to the
operation of the said business being conducted on the Demised  Premises,  and to
save the Lessor harmless therefrom.

14.  Except in the event of  negligence  of the  Lessor,  the Lessee does hereby
release,  remise and forever  discharge the Lessor from all liability or loss or
damage of any kind or nature including loss or damage to the Lessee's  business,
fixtures and chattels caused directly or indirectly by or as a result of fire.

15.  The  Lessor  shall  not be  responsible  for any  defect  in or  change  of
conditions  affecting  the  Demised  Premises  nor for any damage to the Demised
Premises or to any person or the  merchandise,  goods,  chattels,  machinery  or
equipment of the Lessee contained therein.

16. Except in the event of the negligence of the Lessor, the Lessor shall not be
responsible for any loss, damage or expense caused by any overflow or leakage of
water from any part of the Demised Premises or any part of the said Building, or
any other type of damage,  direct or indirect,  occasioned by the use, misuse or
abuse of water or the breaking or bursting of any pipes or plumbing  fixtures or
any other  manner or by the seepage from  adjoining  lands or premises or by any
accident  or  misadventure  to or  arising  from  the  use or  operation  of the
machinery, heating apparatus,  electrical wiring, appliances, gas or other pipes
and appliances or any other fixtures or by structural  defect in the Building or
the Demised Premises.

17. To  indemnify  and save  harmless  the Lessor from and against all manner of
claims, actions,  demands or liabilities,  costs, damages or expenses whatsoever
resulting  from or incidental to the Lessee's use or arising out of the Lessee's
occupation  of the  Demised  Premises  or from any act or omission to act on the
part of the Lessee, its contractors or subcontractors,  or any servant, agent or
employee of them during the Lessee's  occupation  of the Demised  Premises,  and
which may arise by reason of a default  by the Lessee of the  observance  of the
terms and conditions as herein provided.

<PAGE>
                                       6
THE LESSOR COVENANTS WITH THE LESSEE
------------------------------------

18. For quiet enjoyment.

19. To provide to and in the  Demised  Premises a source of light , gas,  power,
hydro, water and sewer services.

20.  Save as  hereinbefore  provided,  to pay all taxes,  rates and  assessments
charged or rated  against  the lands and  Buildings  on or in which the  Demised
Premises are situate during the term granted herein.

21. To ensure  water  tightness  of the roof,  and to repair  and  maintain  the
Building  structure,  roof,  and  exterior  of  the  entire  Building,  and  the
mechanical , electrical,  plumbing and heating  systems  thereof in a reasonable
state of repair,  or to replace any of such systems,  when reasonably  required,
and such costs of a capital nature shall be paid by the Lessor excepting damages
or repairs  attributable to the Lessee which shall then be paid by the Lessee on
demand.

22. To maintain adequate  insurance  coverage on the Demised Premises in respect
of loss by fire.

GENERAL COVENANTS
-----------------

23. The Lessee may at its option register this Lease and shall pay for all costs
related  thereto  including  the  costs  of  obtaining  any  reference  plans if
required.

24.  PROVISO for  re-entry by the said Lessor on  non-payment  of rent  (whether
lawfully  demanded or not) or non- performance or non-observance of covenants or
conditions  herein contained or on the seizure or forfeiture of the term for any
of the causes  herein  mentioned  and this proviso shall extend and apply to all
covenants herein, whether positive or negative.

25.  Provided  that no waiver of, nor  neglect to enforce  the right of re-entry
upon breach of any covenant,  condition or agreement herein contained,  shall be
deemed a waiver of such rights upon any  subsequent  breach of the same,  or any
other covenant, condition or agreement herein contained.

26.  Also in case the Lessee  shall  become  insolvent  or  bankrupt or make any
assignment  for the benefit of creditors or in case of the  non-payment of rent,
at the times herein  provided or if the Lessee shall fail to observe and perform
any of the  covenants and  conditions  herein  contained,  and so its part to be
observed and performed, the Lease shall at the option of the Lessor cease and be
void  and  the  term  hereby  created,  expire  and  be  at an  end,  everything
hereinbefore to the contrary not withstanding, and the then current month's rent
and three (3) months' additional rent shall thereupon immediately become due and
payable and the Lessor may without notice or any form or legal process  re-enter
and take possession of the Demised Premises as though the Lessee or its servants
or other  occupants  of the said  Demised  Premises  were holding over after the
expiration of the term and the term shall be forfeited and void.

<PAGE>
                                       7

27. And it is hereby agreed and declared that in the event the Demised  Premises
shall at any time  during the term  hereby  granted be burned down or damaged by
fire so as to render the same unfit for the purpose of the  Lessee,  then and so
often as the same shall happen the rent hereby reserved, or a proportionate part
thereof  according  to the nature and  extent of the  damage  sustained  and all
remedies for  recovering  the same shall be suspended  and abated until the said
Demised  Premises  shall have been  rebuilt  or made fit for the  purpose of the
Lessee and the Lessee  shall  cease to be held  liable for payment of such rent,
except in respect of such rent as shall  already  have accrued due, and shall be
entitled  to be repaid  any rent paid in  advance  for the period for which rent
shall be suspended as aforesaid.

28.  PROVIDED  that  notwithstanding  anything in this  paragraph  contained the
parties  mutually  agree that in the event the Demised  Premises  are damaged by
fire and the amount of such damage is more than  seventy-five  (75%) percent and
such damage  renders the Demised  Premises  unfit for the purpose of the Lessee,
then either  party  herein  shall be entitled to cancel this Lease and as of the
date of such  cancellation by the other party, all future  obligations which one
party has to the other arising out of this Lease shall forthwith cease.

29. AND it is further  declared  and agreed that if the Lessor  shall  suffer or
incur any  damage,  loss or expense or be obliged to make any  payment for which
the Lessee is liable  hereinunder  by reason of failure of the Lessee to observe
and comply with any of the  covenants of the Lessee herein  contained,  then the
Lessor shall have the right to add the cost or the amount of such damages, loss,
expense  or  payment  to the rent  hereby  reserved  and any such  amount  shall
thereupon  immediately be due and payable as additional  rent and recoverable in
the manner provided by Law for the recovery of rent in arrears.

30. AND that the Lessee shall abide by and comply with all lawful by-laws, rules
and  regulations  of every  Municipal  or other  authority  which in any  manner
relates to or effects  the  business  carried on and  conducted  on the  Demised
Premises  and shall  indemnify  and save  harmless  the  Lessor  from all costs,
charges or damages to which the Lessor may be put or  suffered  by reason of the
breach of the Lessee of any such by-law, rule or regulation.

31.  AND  that  any  notice  to  be  served  hereunder  shall  be  deemed  to be
sufficiently  served on the parties hereto within THREE (3) days of posting,  if
addressed to such party and mailed by pre-paid registered post to the address of
such party as hereinbefore set out.

WHEREVER the singular or masculine are used in this  Indenture the same shall be
deemed to include the plural or feminine or the body politic or corporate,  also
the heirs, executors,  administrators,  successors and assigns of the respective
parties hereto and each of them, where the context or the parties so require.

OPTION TO RENEW
---------------

32.  PROVIDED  that if the  Lessee  duly and  regularly  pays the said  rent and
performs all and every other covenant, proviso and agreement herein contained on
the  part of the  Lessee  to be  paid  and  performed,  the  Lessor  will at the

<PAGE>
                                       8

expiration of the said term on written request by the Lessee, mail by registered
post to or deliver to the Lessor  not later  than  ninety  (90) days  before the
expiration of the said term grant to the Lessee One (1)  renewal(s) of the Lease
of the said Demised  Premises for a further term of Thirty Six (36) months each,
and such new lease shall contain all the  covenants,  provisos,  and  agreements
contained in the present  lease  including  the covenant for renewal as required
pursuant hereto,  except for the covenant  relating to the amount of the rental.
The rental for the  renewal  terms shall be the amount  agreed upon  between the
parties or failing  agreement,  the amount shall be  determined  by  arbitration
under the provisions of the Commercial Arbitration Act of British Columbia.

33.  PROVIDED  the Lessee is not in  default of any of the terms and  conditions
herein  contained,  the parties agree that upon the expiration or termination of
the lease the Lessee or the  Lessor on its  behalf  may  remove  any  equipment,
fittings,  fixtures, furniture and furnishings which are owned by the Lessee and
in the nature of tenants fixtures, provided that the Lessee shall be responsible
for any damage occasioned by the renewal of the aforesaid  equipment,  fittings,
fixtures,  furniture  and  furnishings.  The Lessee  shall  effect such  removal
immediately and in such equipment,  fittings fixtures, furniture and furnishings
not so removed by the time period  allowed shall then become the property of the
Lessor absolutely.

34.  PROVIDED  always and it is hereby agreed that if the said Lessee shall hold
over after the expiration of the term hereby granted and the Lessor shall accept
rent, the new tenancy thereby created shall be a tenancy from month to month and
not a tenancy  from  year to year and  shall be  subject  to the  covenants  and
conditions  herein  contained  and the same are  applicable  to the tenancy from
month to month.

                           END OF TERMS AND CONDITIONS


<PAGE>
                                       9


         DATED  at the  District  of  Chilliwack,  in the  Province  of  British
Columbia, on the day and year written below.

EXECUTION(S) :

                             Execution Date
    Witness Signature(s)     ( Y/ M / D )      Party(ies)   Signatures


------------------------        /    /
                                               Ebcon Properties Ltd.by
                                               its  authorized  signatories.

                                               ---------------------------------


                                               ---------------------------------



------------------------        /    /         Merilus Networking Solutions Inc.
                                               by its authorized signatories.

                                               ---------------------------------


                                               ---------------------------------