EXHIBIT 10.16



                            Memorandum of Engagement
                            ------------------------


This Memorandum of Engagement is made on July 2, 2001,

Between  EasyTrivia.com,  Inc. ("Client),  whose offices are located at 114 West
Magnolia Street, Suite 400-107, Bellingham, Washington 98225

and Sage Internet  Solutions Ltd.  ("Contractor"),  whose offices are located at
200-1060 Yates Street, Victoria, BC V8V 3M6.

The  purpose  of this  Memorandum  of  Engagement  is to  precede a  longer-term
contract  arrangement  in  which  planning  documents,  deliverables,  and  site
requirements are produced.

1.  Services To Be  Performed.  The  Contractor  agrees to perform the following
services  for  Client  including  but  not  limited  to:  consulting,  strategic
planning,  information  gathering,  working  on project  description  for a site
design contract between Client and Contractor,  site mapping, and discussions of
further project development.

Details of initial work to be performed is in the attached quote.

2. Payment. In consideration of The Contractor's  performance of these services,
Client agrees to pay The Contractor on an hourly rate structure as follows:

         Project Resource                                Hourly Rate
         ------------------------------------------------------------
         Project Manager                                    $110
         Business Analyst                                   $90
         Technical Architect                                $90
         Database Administrator                             $90
         Web Application Developer                          $75
         Graphic Designer                                   $70
         Programmer                                         $65

Further,  Client  agrees to pay all of The  Contractor's  expenses in connection
with this Engagement, including travel, supplies, equipment, and any other third
party expense relating to the Engagement.

3.  Deposit.  In order to  commence  work on this  project a deposit of $3000 is
required.

4. Invoices.  The Contractor will submit invoices for all services performed and
expenses incurred, payment of which is due net 30 days.

Agreed to and accepted by:


        -------------------------                -------------------------
           Contractor Signature                      Client Signature

        -------------------------                -------------------------
              (please print)                          (please print)

        -------------------------                -------------------------
                  Dated:                                  Dated:



<PAGE>


<TABLE>
<S>                              <C>                                 <C>
        SAGE                     Suite 5 - 1151 West 8th Avenue      Suite 200 - 1060 Yates Street
Sage Internet Solutions Ltd.     Vancouver, BC                       Victoria, BC V8V 3M6
www.sageinternet.com             Phone: 604.738.7243                 Phone: 250.386.7243
                                 Cell: 604.671.6274                  Fax: 250.380.1051
                                 pnash@sageinternet.com              jstearns@sageinternet.com
                                 Contact: Peter J. Nash              Contact: Jason Stearns
</TABLE>



June 5, 2001

Mr. Brad Rudover
EasyTrivia.com, Inc.
114 West Magnolia Street
Suite 400-107
Bellingham, Washington
98225

EASYTRIVIA.COM INTERNET WEB SITE REDESIGN

Dear Brad:

Thank you for the opportunity to submit a quote for the above project.

Based  on  our  discussions,  your  project  can be  looked  at as  three  major
components.  The completion of these three  components  will give  Easytriva.com
Inc. a completely  functional  site ready for market.  Components A and B can be
initiated  concurrently if desired. Below is a listing of work to be done, cost,
and time estimates.

<TABLE>
Component                                          Cost                        Timing
---------                                          ----                        ------
<S>                                                <C>                         <C>
A. Site Redesign                                   $3,000.00                   3 to 4 weeks
A complete graphic, layout, and
navigation redesign of the HTML site
currently at www.easytrivia.com.
See attached doc

B. Game Software Analysis                          $3,000.00 - $5,000.00       1 to 2 weeks
Setup and staging of site, analysis and
documentation of existing code, upgrades
and recommendations.

C. Flash Interface and Implementation              To be determined and quoted upon completion of
of Game Software.                                  component "B"
Designing a flash interface and attaching
to game backend.
</TABLE>


We  appreciate  your  consideration  and look  forward  to  working  with you in
ensuring a successful project.

Please contact me if you need any further information or clarification.



Sincerely,


Peter J. Nash
Director, Sage Internet Solutions Ltd., Vancouver

<PAGE>

<TABLE>
<S>                              <C>                                 <C>
        SAGE                     Suite 5 - 1151 West 8th Avenue      Suite 200 - 1060 Yates Street
Sage Internet Solutions Ltd.     Vancouver, BC                       Victoria, BC V8V 3M6
www.sageinternet.com             Phone: 604.738.7243                 Phone: 250.386.7243
                                 Cell: 604.671.6274                  Fax: 250.380.1051
                                 pnash@sageinternet.com              jstearns@sageinternet.com
                                 Contact: Peter J. Nash              Contact: Jason Stearns
</TABLE>


EasyTrivia.com Site Re-Design

Sage Internet  Solutions  Ltd. will work closely with you to create a unique and
professional look for the site capitalizing on the EasyTrivia  character and the
1950's era game show theme.  With the right  combination  of  functionality  and
attractive design,  we'll put your site on a more sophisticated  level than most
competing web sites.


From our discussions the following key points emerged:

     Navigation:  Logical  navigation  is commonly  overlooked  in Internet site
     design.  The  navigation  for your site must be consistent  throughout.  We
     don't believe users should have to learn how to find their way around a new
     site,  therefore we propose to  incorporate  an attractive  yet simple left
     side navigation.

     Graphics:  Given that we will have access to the original graphic files, we
     can alter,  enhance,  and expand upon the look of the current  graphics and
     more fully incorporate the 1950's motif.

     Currently,  the site is primarily black and white, however once the game is
     active, the site becomes colour. We believe that the site should use colour
     throughout,  accented  with black and white 50's  style  graphics.  We must
     ensure that the site is visually stimulating for the first time users.

     Home Page:  The home page must serve the needs of the new  player,  and the
     returning  member.  We must let new  users  what the site is all  about and
     allow members quick access to the game. We propose  eliminating  the splash
     page, but  incorporating a similar graphic of the "Easy Trivia character on
     the TV screen" into the home page with an intro to the "Easy Trivia story".

     Prizes: A "teaser" of the prize information should be on the home page, but
     more detail will be provided on the prizes page.

     Accommodate  Advertising:  Sage will design the site to accommodate current
     and future advertising  banners and lugs without  interfering with the look
     or function of the site.

     Search Engine  Placement:  In order to generate  quality  traffic,  we will
     ensure the site is set up with the appropriate  Meta-Content,  and properly
     indexed to major search engines. Sage Internet Solutions Ltd. has extensive
     experience in generating pages that index properly. We currently submit our
     client  sites to over 3000 search  engines,  directories  and portal  sites
     internationally.  A careful combination of manual and automated submissions
     is employed to prevent the site from being banned by major search  engines.
     We will also work closely with you to ensure that your  existing  marketing
     material effectively promotes your web site.



<PAGE>

     On-Site  Instruction:  If staff  require the ability to update the property
     listings  internally.  Sage will provide an initial  evaluation of hardware
     and software capabilities, and make recommendations accordingly. Usually, a
     one to two and a half  (1-2.5 hr)  on-site  instructional  session  will be
     supplied  to  staff,  in  order  to  familiarize  the  staff  with the site
     structure,  methods  for site  updating,  and basic  software  instruction.
     Telephone support and a follow up or "refresher" can also be provided.


     Optional Services:

     Promotional  Services:  Sage  Internet  Solutions  has been  providing  web
     development and promotional  services for over 5 years.  During this period
     we have  developed  and refined an  extremely  effective  process to ensure
     proper search engine  placement and quality traffic to your web site. There
     are many elements to ensuring the  successful  marketing of a web site, and
     we have found that a combination of proper set-up and implementation  prior
     to a site launch,  and ongoing  promotion  and  refinements  for at least 6
     months   is   required   in  order   to  be   effective.   Providing   this
     combined-feature  campaign is  essential,  as  piece-mealing  the solutions
     undermine the effectiveness of the entire campaign.

     Newsletter/Mailing list services: Should it be required, we can help you to
     implement a newsletter  subscription  feature on your website.  This allows
     visitors to request to be notified of any new listings or  properties  that
     become available that might interest them. A periodical  update  newsletter
     can be sent out with industry news or tips and advice,  in conjunction with
     links to the web site to showcase  properties  complete  with  pictures and
     information. This can be an effective addition to the existing print media.

     Other  Sage  Services:  Sage  Internet  Solutions  offers  a wide  range of
     services  including:  Media and  Branding  services,  Graphic  Design,  Web
     Development,  Marketing and Promotional  Services,  Customized Database and
     E-commerce Solutions,  Consulting Services, Digital Photography and Virtual
     Tours,  Software and Hardware  Instruction and Technical  Support,  Systems
     Administration services and web site maintenance.  Should your team require
     any of these  services,  Sage would be pleased to provide our high level of
     customer service and assistance.