Exhibit 4.5

                                                 OPTION AGREEMENT

         AGREEMENT  made and entered into this 22nd day of August,  2000, by and
between  DSI  Datotech  Systems,  Inc.,  a  Vancouver  corporation,  having  its
principal offices at 525 Seymour Street, Suite 712, Vancouver BC, Canada V6B 3H7
("Datotech") and Biometrics Security,  Inc., a State of Nevada, USA corporation,
having its  principal  offices at 675 Fairview  Drive,  Suite 246,  Carson City,
Nevada USA 89701 ("Biometrics Security").

                                               W I T N E S S E T H:
                                               -------------------

         WHEREAS  Datotech  represents that it is the developer and the owner of
the right title and interest in and to the Technology  and Existing  Proprietary
Property as hereinafter defined; and
         WHEREAS Biometrics Security desires Datotech to disclose the details of
the Technology to Biometrics  Security to permit Biometrics Security to evaluate
the Technology and to determine  whether  Biometrics  Security will exercise the
Option  granted to  Biometrics  Security  hereunder  and enter into an exclusive
License  Agreement (in the form attached hereto and made apart hereof as Exhibit
A) with Datotech for the Technology,  all know-how related to the Technology and
the Existing Proprietary Property;
         WHEREAS,  Datotech  wishes to grant  Biometrics  Security  the sole and
exclusive Option to acquire the exclusive  licensing rights for the exploitation
of the developed  Technology for Licensed Items within the Territory through the
License Agreement;
         NOW THEREFORE, in consideration of the provisions contained herein, and
of the payment of the Option  Price,  the receipt  and  sufficiency  of which is
hereby acknowledged, the undersigned agree as follows:

                                                            ARTICLE 1
                                                           Definitions

         The  following  terms  used in this  Option  Agreement  shall  have the
         meanings  set forth  below:  (a)  "Agreement"  shall  mean this  Option
         Agreement, entered into on the date first above
written.
         (b)  "Existing   Proprietary  Property"  shall  mean  all  intellectual
property rights in the Technology, including without limitation, (i) any and all
patent applications filed worldwide based upon the Technology, including any and
all continuations, divisions and continuations-in-part thereof, and all patents,
inventor's   certificates,   utility  models  and  the  like  issuing  therefrom
worldwide,  including  any  and  all  re-examinations,  reissues,  renewals  and
extensions  thereof,  (ii) any copyrightable or copyrighted works based upon the
Technology,  including  computer  software  and  computer  programs,  (iii)  any
confidential or proprietary  know-how and information  regarding the Technology,
(iv) any trademarks and trade names

                                                         1

<PAGE>



associated  with the Technology,  whether or not  registered,  and (v) all fixed
representations,  hardware,  hard  copies,  computer-readable  media  and  other
tangible  implementation  of  the  Technology  (collectively,  the  "Proprietary
Property"),  patent  rights,  copyrights,  trademarks  and trade secret  rights.
"Existing  Proprietary  Property"  shall  also  include  patent  rights  in  the
Technology that are pending as of the date hereof.
         (c)  "License  Agreement"  shall mean the  License  Agreement  attached
hereto and made apart  hereof as Exhibit A that may be  executed  by the parties
hereto  upon the  exercise  by  Biometrics  Security  of the  Option  granted to
Biometrics Security hereunder.
         (d)  "Licensed  Items"  shall  mean the  interfaces  and  software  for
executing  banking and financial  transactions,  in which the  Technology may be
utilized  pursuant  to  the  execution  by the  parties  herein  of the  License
Agreement.
         (e) "Option" shall mean the sole,  transferable and exclusive Option of
Biometrics  Security to acquire,  for the Option Price, the exclusive  licensing
rights for the  exploitation  of the Technology  within the Territory  through a
license agreement.
         (f) "Option Period" shall mean the period commencing on the date hereof
and ending three months from the date when a reasonably  acceptable prototype is
made available to Biometrics Security by Datotech.
         (g) "Option  Price" shall mean the amount of $320,000 US Dollars  fully
creditable  towards  any amount,  which may be owed to Datotech  pursuant to the
execution of the License Agreement.
         (h) "Prototype" shall mean a device using Datotech Technology that will
demonstrate,  beyond any reasonable doubt,  multi-touch  gesture recognition and
individual  gestures  utilizing  a PC system.  Datotech  commits to use its best
efforts to make this prototype  available,  at a charge of $3,000,000 US Dollars
to  Biometrics  Security,  within 12 months of the  delivery  of  $3,000,000  US
Dollars to Datotech.  This charge of $3,000,000  US Dollars is fully  creditable
towards any amount that may be owed to Datotech pursuant to the execution of the
License Agreement.
         (i) "Technology" shall mean Datotech's  proprietary gesture recognition
technology  ("GRT")  system  comprising   multiple-touch   sensors  and  related
hardware,  gesture  recognition  algorithms  and  software,  and user  interface
designs  for  mapping  gestures  to  control  electronic  devices,  as  well  as
alterations,  improvements,  modifications  and  derivatives  to the  Technology
described  herein,  as well as all  related  software,  documentation  and other
materials,  embodying  GRT  theretofore  or  hereafter  created or  developed by
Datotech.
         (j)      "Territory" shall mean all major markets worldwide.

     (k) "Third-Party  Licenses" shall mean  sub-licenses  granted by Biometrics
Security  to third  parties  pursuant  to the  license  and  rights  granted  to
Biometrics  Security  by  Datotech in  accordance  with the  License  Agreement.
"Third-Party  Licensees" shall mean those parties to whom  Third-Party  Licenses
are granted in accordance with the License Agreement.

                                                         2

<PAGE>




                                                     ARTICLE 2
                                               Datotech Obligations

         2.1 Research  and  Development.  Datotech  shall  conduct  research and
development  of  the  Technology  with  the  ultimate  goal  of  developing  the
Technology  and  Existing  Proprietary  Property  for  the  Licensed  Items  and
otherwise   maximize  the  commercial  value  of  the  Technology  and  Existing
Proprietary Property for the Licensed Items.

         2.2  Disclosure  of  Improvements.  From  time to time  throughout  the
duration of this Option, Datotech shall disclose any and all improvements to the
Technology  for Licensed Items to Biometrics  Security so as to keep  Biometrics
Security as current as is practicable  regarding the Technology.  Datotech shall
also disclose any and all  improvements  to the Technology for Licensed Items to
prospective  Third-Party  Licensees  as  well as  participate  in  meetings  and
presentations  with  prospective   Third-Party   Licensees  to  demonstrate  the
feasibility of  integrating  the Technology  into the Licensed  Items.  Datotech
shall cooperate with Biometrics Security and prospective  Third-Party  Licensees
by providing,  at no cost, all required  disclosures  and assistance in order to
demonstrate  the  feasibility  of integrating  the Technology  into the Licensed
Items,  including but not limited to,  hardware and software for  demonstrations
and  simulations.  Such  disclosures  shall be in a form and manner to be agreed
upon by the parties on a case-by-case  basis.  Datotech and Biometrics  Security
shall each bear their own expenses  resulting from such meetings,  presentations
or any disclosures required pursuant to this Section 2.2.

         2.3 Maintenance of Existing  Proprietary  Property.  During the term of
this Agreement  Datotech shall utilize its best efforts to maintain all Existing
Proprietary Property in valid force and effect.

                                                     ARTICLE 3
                                          Biometrics Security Obligations

     3.1 No Obligation  to Exercise  Option.  Biometrics  Security has a genuine
interest in --------------------------------  commercializing the Technology but
shall not be obligated to exercise the Option  granted  hereunder and may refuse
to execute the License Agreement.

         3.2 Confidentiality. Biometrics Security shall have an affirmative duty
of  confidentiality  regarding all  confidential  information  provided to it by
Datotech  hereunder.  Such  obligation  shall  survive the  termination  of this
Agreement  and the License  Agreement  for a period of two (2) years.  Moreover,
Biometrics  Security  acknowledges and agrees that, because of the nature of the
property  rights  involved under this Agreement and the License  Agreement,  any
breach of Biometrics  Security's  obligations under this Section 3.2 shall cause
immediate, irreparable injury to Datotech; therefore, Biometrics Security agrees
and  acknowledges  that  Datotech  shall be  entitled,  in addition to its other
rights and remedies at law

                                                         3

<PAGE>



and in equity, to seek temporary,  preliminary  and/or permanent  injunctions in
the event an unauthorized disclosure is made or appears to be imminent.

                                                     ARTICLE 4

                                                  Grant of option

         4.1  Biometrics  Security  Option.  Datotech  hereby grants  Biometrics
Security the sole,  transferable and exclusive Option,  for the Option Period to
acquire the exclusive rights to exploit the Technology, the Existing Proprietary
Property,  and any  proprietary  property  related to the  Technology  conceived
pursuant to this  Agreement  within the Territory for Licensed  Items through an
exclusive license agreement in the form attached hereto as Exhibit A.

                                                     ARTICLE 5
                                             Consideration for Option

         5.1 Consideration. In consideration of the option granted to Biometrics
Security  hereunder,  Biometrics  Security  shall  pay  Datotech  the  amount of
$320,000 US Dollars,  which  shall be fully  creditable  towards any amounts due
Datotech under the License Agreement.  Said $320,000 US Dollars shall be due and
payable  within two months of the signing of this Option  Agreement.  Biometrics
Security  shall pay  Datotech  $3,000,000  US Dollars  within  eleven  months of
signature  of  the  Option  Agreement.   Datotech  will  exclusively  apply  the
$3,000,000  payment towards the development of the Prototype.  "Prototype" shall
mean a device  using  Datotech  Technology  that will  demonstrate,  beyond  any
reasonable  doubt,  multi- touch  gesture  recognition  and  individual  gesture
patterns utilizing a PC system. Datotech commits to use its best efforts to make
this  prototype  available at this charge of $3,000,000 US Dollars to Biometrics
Security,  within 12 months of the  delivery  of this  $3,000,000  US Dollars to
Datotech.  Upon the  exercise  by  Biometrics  Security  of the  Option  granted
hereunder and the signing of the License  Agreement,  Biometrics  Security shall
pay  Datotech  the  amount of $8 Million  US  Dollars  less the above  amount of
$3,320,000  US Dollars  paid to  Datotech  within  the terms of this  Agreement.
Biometrics  Security  must exercise its Option within three months of the time a
reasonably  acceptable  prototype is made  available to  Biometrics  Security by
Datotech. In addition,  Biometrics Security or its assignee grants to Datotech a
perpetual non- dilutive twenty percent (20%) Common Share Interest in Biometrics
Security or the assignee of the Option and License  Agreements  upon the signing
of the Licensing Agreement.

                                                     ARTICLE 6

                                               Term and termination

     6.1  Term.  The term of this  Agreement  shall be for the  duration  of the
Option Period unless ---- otherwise terminated as provided herein.

                                                         4

<PAGE>



         6.2  Termination.  Any exercise of the right of  termination  hereunder
shall not impose any liability  upon the  terminating  party nor waive any other
rights  that the  terminating  party  has or may  have.  This  Agreement  may be
terminated, in whole or in part, at the option of the party having such right as
below  provided,  by written  notice upon the occurrence of any of the following
events:
                  (a)  by  either   party  in  the  event  the  other  party  is
adjudicated bankrupt, or if a receiver or trustee is appointed for such party or
for a substantial  portion of its assets,  or if any  assignment is made for the
benefit of creditors;
                  (b) by Datotech in the event Biometrics Security elects not to
pay  $320,000 US Dollars to Datotech  within two months of the  signature of the
Option Agreement.
                  (c) by Datotech in the event Biometrics Security elects not to
pay  $3,000,000 US Dollars to Datotech  within eleven months of the signature of
the Option Agreement.
                  (d) by Datotech in the event Biometrics Security elects not to
exercise the Option granted  hereunder and not to proceed with  negotiations for
the execution of the License Agreement.
                  (d) Biometrics  Security  elects not to pay the balance of the
$8 million US Dollars under the terms of this Agreement within three months from
the date when a reasonably  acceptable prototype is made available to Biometrics
Security by Datotech.

                                                     ARTICLE 7
                                                   Miscellaneous

     7.1  No  Third  Party   Beneficiaries.   There  shall  be  no  third  party
beneficiaries to this ---------------------------- Agreement.

         7.2  Assignability.  This Agreement shall be assignable by either party
in whole or in part upon the written and signed consent of the other party which
shall not be unreasonably withheld.

     7.3 Binding Effect. Subject to the restrictions on assignability  contained
herein,  this  --------------  Agreement  shall be binding upon and inure to the
benefit of the parties and their respective authorized successors and assigns.

     7.4  Governing  Law. This  Agreement  shall be governed by and construed in
accordance with ------------- the laws of British Columbia, Canada.

         7.5  Notices.  All  notices,  requests  or  consents  provided  for  or
permitted  under this  Agreement  must be in writing and must be given either by
mail  addressed to the  recipient,  postage paid,  registered or certified  mail
return  receipt  requested,  or by  delivering  the writing to the  recipient in
person,  by courier or by  facsimile  transmission.  Such a writing so delivered
shall be effective upon receipt.

     7.6  Headings.  Headings  are used in this  Agreement  for the  purpose  of
organization  only and -------- do not constitute  terms of the  Agreement.  The
words "herein," "hereof," "hereunder" and other words of

                                                         5

<PAGE>



similar  import  refer to this  Agreement  as a whole and not to any  particular
subdivision unless otherwise expressly indicated.
         7.7 Severability. If any provision of this Agreement or its application
to any person or circumstance shall be invalid, illegal, or unenforceable to any
extent,  the  remainder  of this  Agreement  and its  application  shall  not be
affected and shall be enforceable to the fullest extent  permitted by law unless
the provision held to be illegal,  invalid or unenforceable is so fundamental to
the sense of this Agreement that its illegality,  invalidity or unenforceability
would make the enforceability of the remainder unreasonable.
         7.8 Entire Agreement.  This Agreement sets forth the entire,  final and
exclusive  agreement  and  understanding  between  the parties as to the subject
matter  hereof  and  supersedes  all  prior  and  contemporaneous  writings  and
discussions between the parties pertaining hereto.

     7.9 No Oral  Modifications.  This Agreement may be amended or modified only
by  a  written  ---------------------  instrument  signed  by  proper  and  duly
authorized representatives of both parties.

         7.10  Counterparts.  This  Agreement  may be  executed in any number of
counterparts, each of which when so executed and delivered shall be deemed to be
an original and all of which taken  together  shall  constitute  but one and the
same instrument.

         In witness  whereof the parties hereto have entered into this Agreement
on the date first above written.

DSI DATOTECH SYSTEMS INC.


By:
       -----------------------
Name: Edward C. Pardiak
Title: Chairman & CFO



BIOMETRICS SECURITY, INC.


By:
       -----------------------
Name: Stephen J. Henry
Title: President & CEO


                                                         6

<PAGE>


Exhibit A to Option Agreement


                                            EXCLUSIVE LICENSE AGREEMENT

         AGREEMENT made this day of , 2001, by and between DSI Datotech Systems,
Inc.,  a  Vancouver  corporation,  having its  principal  offices at 525 Seymour
Street, Suite 712, Vancouver BC, Canada V6B 3H7 (hereinafter  referred to as the
"Licensor" or "Datotech"), and Biometrics Security, Inc., a State of Nevada, USA
corporation,  having its  principal  offices at 675 Fairview  Drive,  Suite 246,
Carson City,  Nevada USA 89701  (hereinafter  referred to as the  "Licensee"  or
"Biometrics Security")

                                               W I T N E S S E T H :
                                               -------------------

     WHEREAS,  Datotech is the owner of the Technology and Existing  Proprietary
Property as hereinafter defined;

         WHEREAS,  pursuant to the Option  Agreement dated as of the 22nd day of
August,  2000,  by and between  Datotech and  Biometrics  Security  (the "Option
Agreement"),  Biometrics  Security  was  granted  the  option  to enter  into an
exclusive  license  agreement  to acquire  the  exclusive  rights to exploit the
Technology and the Existing  Proprietary  Property for Licensed Items within the
Territory as hereinafter defined; and

         WHEREAS,  as of the date hereof,  Biometrics Security has exercised the
option granted to Biometrics  Security  pursuant to the Option Agreement and has
paid the Option Price (as defined in the Option Agreement) to Datotech;

         NOW  THEREFORE,  in  consideration  of the mutual  covenants  contained
herein and other good and  valuable  consideration  from each to the other,  the
receipt and sufficiency of which is hereby  acknowledged by both parties,  it is
hereby agreed as follows:

     ARTICLE 1 Definitions  1.1  Definitions.  The following  terms used in this
-----------  License  Agreement  (the  "Agreement")  shall have the meanings set
forth below:

     (a) "Existing  Proprietary  Property" shall mean all intellectual  property
rights in the Technology,  including without limitation,  (i) any and all patent
applications  filed worldwide  based upon the Technology,  including any and all
continuations,  divisions and  continuations-in-part  thereof,  and all patents,
inventor's   certificates,   utility  models  and  the  like  issuing  therefrom
worldwide,  including  any  and  all  re-examinations,  reissues,  renewals  and
extensions thereof, (ii) any copyrightable or copyrighted works

                                                         7

<PAGE>

based upon the Technology,  including  computer software and computer  programs,
(iii) any  confidential or proprietary  know-how and  information  regarding the
Technology,  (iv) any trademarks and trade names associated with the Technology,
whether  or not  registered,  and (v) all fixed  representations,  hard  copies,
hardware,  computer-readable  media and  other  tangible  implementation  of the
Technology   (collectively,   the   "Proprietary   Property"),   patent  rights,
copyrights,  trademarks and trade secret rights. "Existing Proprietary Property"
shall also include  patent rights in the  Technology  that are pending as of the
date hereof.  (b) "License  Agreement" shall mean this License  Agreement by and
between  Datotech,  as Licensor,  and  Biometrics  Security,  as  Licensee.  (c)
"Licensed Items" shall mean the interface and software for banking and financial
transactions,  in  which  the  technology  might  be  utilized  pursuant  to the
execution by the parties herein of this License Agreement.

     (d) "Option  Agreement"  has the  meaning  set forth in the second  recital
hereof.

     (e) "Purchase Price" shall mean $8 Million US Dollars payable by Biometrics
Security to Datotech upon the signing of this  Agreement,  less the above amount
of  $3,320,000  US  Dollars  paid to  Datotech  within  the terms of the  Option
Agreement. In addition, Biometrics Security or its assignee grants to Datotech a
perpetual  non-dilutive twenty percent (20%) Common Share Interest in Biometrics
Security or the assignee of the Option and License  Agreements  upon the signing
of the Licensing Agreement.

          (f) "Technology" shall mean Datotech's proprietary gesture recognition
technology  ("GRT")  system  comprising   multiple-touch   sensors  and  related
hardware,  gesture  recognition  algorithms  and  software,  and user  interface
designs  for  mapping  gestures  to  control  electronic  devices,  as  well  as
alterations,  improvements,  modifications  and  derivatives  to the  Technology
described  herein  as well as all  related  software,  documentation  and  other
materials,  embodying  GRT  heretofore  or  hereafter  created or  developed  by
Datotech.
         (g)      "Territory" shall mean all major markets worldwide.
         (h)  "Third-Party   Licenses"  shall  mean   sub-licenses   granted  by
Biometrics Security to third parties pursuant to the licenses and rights granted
to  Biometrics   Security  by  Datotech  in  accordance   with  this  Agreement.
"Third-Party  Licensees" shall mean those parties to whom Third-Party  Licensees
are granted pursuant hereto.

                                                     ARTICLE 2
                                                   License Grant

         2.1  License to Exercise  Rights.  In  consideration  of the payment to
Datotech of the Purchase Price,  Datotech  hereby grants to Biometrics  Security
the perpetual, royalty-free, sole and exclusive divisible and assignable license
to commercially  exploit the Technology and the rights constituting the Existing
Proprietary  Property  for  the  Licensed  Items  subject  to all of the  terms,
conditions  and  restrictions  contained in this  Agreement.  The rights granted
hereunder include, without limitation, the marketing, use,

                                                         8

<PAGE>



sale and distribution of the Technology and the rights constituting the Existing
Proprietary Property for Licensed Items.

         2.2 Authority to  Sublicense.  Subject to all of the terms,  conditions
and restrictions  contained herein,  Datotech hereby grants Biometrics  Security
the authority to sublicense the exercise of the rights  specified in Section 2.1
above.  Datotech will play an active role in all  negotiations  for sublicensing
agreements.

         2.3  Reservations.  Datotech  retains all rights  except those  granted
above in Sections 2.1 and 2.2.  Without limiting the generality of the foregoing
sentence,  Datotech retains title to the Technology and the Existing Proprietary
Property.

                                                     ARTICLE 3
                                                   Improvements

         3.1 Datotech Improvements.  Biometrics Security acknowledges and agrees
that Datotech shall retain  exclusive  ownership of any and all  improvements to
the Technology during the term of this Agreement as well as after this Agreement
is terminated regardless of the cause or method of termination.

         3.2 Biometrics Security Improvements.  Datotech acknowledges and agrees
that Biometrics Security shall retain ownership of any and all improvements made
by Biometrics  Security.  Datotech also  acknowledges and agrees that Biometrics
Security  shall  retain  exclusive  ownership  of such  improvements  after  the
termination of this Agreement regardless of the cause or method of termination.

                                                     ARTICLE 4
                                    Biometrics Security Rights and Obligations

         4.1  Confidentiality  of  Disclosures  to  Third  Parties.   Biometrics
Security may disclose any portion of the  Technology,  the Existing  Proprietary
Property,  and the  improvements  to a third  party only  pursuant  to a written
agreement between Biometrics Security and any third-party, approved by Datotech,
obligating  such third party to secrecy  regarding  the  disclosure.  Biometrics
Security  acknowledges  and agrees  that,  because of the nature of the property
rights  involved  in  this  Agreement,   any  breach  of  Biometrics  Security's
obligations under this Section 4.1 shall cause immediate,  irreparable injury to
Datotech;  therefore,  Biometrics Security agrees and acknowledges that Datotech
shall be  entitled,  in addition to its other  rights and remedies at law and in
equity, to seek temporary, preliminary and/or permanent injunctions in the event
an unauthorized disclosure is made or appears to be imminent.

                                                         9

<PAGE>



Biometrics  Security's duty of confidentiality  shall survive the termination of
this Agreement regardless of the cause or method of termination.

         4.2  Disclosure  of  Improvements.  From time to time,  throughout  the
duration  of this  Agreement,  Datotech  shall  be  affirmatively  obligated  to
disclose the nature of any and all  improvements  to the Technology for Licensed
Items to Biometrics  Security so as to keep Biometrics Security as current as is
practicable  regarding the Technology.  Datotech shall also disclose any and all
improvements  to the Technology  for Licensed  Items to prospective  Third-Party
Licensees as well as participate in meetings and presentations  with prospective
Third-Party  Licensees to assist in the  integration of the Technology  into the
Licensed  Items.   Datotech  shall   cooperate  with  Biometrics   Security  and
prospective  Third-Party  Licensees  by  providing,  at no  cost,  all  required
disclosures  and  assistance  in  order to  integrate  the  Technology  into the
Licensed  Items,  including  but not  limited  to,  hardware  and  software  for
demonstrations and simulations. The form of such disclosures shall be decided by
mutual  agreement  between the parties on a  case-by-case  basis.  Datotech  and
Biometrics  Security  shall each bear  their own  expenses  resulting  from such
meetings,  presentations  or any disclosures  required  pursuant to this Section
4.2.The costs of any subsequent  development by Datotech at Biometrics  Security
request of any hardware and software for a specific  application  shall be borne
by Biometrics Security.

         4.3 Reporting.  Biometrics  Security shall provide to Datotech  written
reports on an annual basis, no later than March 1st of the subsequent year. Such
reports  shall  detail  Biometrics   Security's   exploitation,   licensing  and
sublicensing  activities  and shall  include a report  of all  related  revenues
received and expenses incurred for the same quarter. Such reports shall also (a)
detail Biometrics  Security's  intellectual  property protection  activities and
expenses under Section 6.1 hereof for the  immediately  preceding  quarter;  (b)
include a status report on the condition of all worldwide  intellectual property
rights related to the  Technology;  and (c) include a report of all strategy and
planning  for  intellectual  property  protection  activities  for the  upcoming
quarter.

                                                     ARTICLE 5
                                          Datotech Rights and Obligations

     5.1 Rights to Licensed Items Technology Datotech  represents,  warrants and
covenants  that Datotech is the owner of the Existing  Proprietary  Property and
has the exclusive right and license for the use of the Technology  together with
the  right  to  sub-license  to  others,  manufacture,  distribute  and sell the
Technology in connection  with the Licensed  Items.  Datotech  shall provide all
disclosures and assistance to Biometrics Security and Third-Party Licensees,  at
no cost, in order to integrate the Technology into the licensed Items.

                                                        10

<PAGE>








                                                     ARTICLE 6
                                    Protection of Intellectual Property Rights

         6.1  Authorization  to  Biometrics  Security  to File for  Intellectual
Property Protection In the Territory.  Subject to the provisions of Section 2.3,
Article 4,  Section  6.4,  Section  7.1  hereof  and all of the other  terms and
conditions  contained herein,  Biometrics  Security shall have the authority but
not the  obligation,  with the  consent  of  Datotech,  to take  actions  in the
Territory on behalf of Datotech such as filing patent  applications  and seeking
registrations   of  copyrights  for  the  purpose  of  securing  and  protecting
intellectual property rights for Datotech in the Technology and the improvements
thereto.  The  authority  granted  in this  Section  6.1  may  not be  assigned,
delegated or sublicensed.  Biometrics  Security shall bear the expense of all of
its  activities  under this Section 6.1 including the payment of attorney  fees,
patent issuance and maintenance fees, copyright and trademark  registration fees
and other similar fees and expenses where applicable.

         6.2 Actions Not Taken by Biometrics Security. In the event Datotech, in
its sole discretion,  deems it necessary or beneficial to take a specific action
that Biometrics  Security has not taken somewhere in the Territory to protect or
maintain any or all of the intellectual property rights discussed in Section 6.1
hereof,  it may notify  Biometrics  Security of its  intention in writing.  Upon
receipt of such notice,  Biometrics  Security  shall respond to Datotech  within
fifteen (15) calendar days indicating  whether  Biometrics  Security  chooses to
take the action requested.  If Biometrics  Security fails to respond within such
time period, or if Biometrics  Security responds  indicating that it chooses not
to undertake  the  requested  action,  then in that event  Datotech may take the
action  independently,  bearing  the  cost  of the  action.  In such  case,  the
intellectual  property  right or rights  resulting  from or saved by  Datotech's
action, if any, shall  automatically cease to be within the scope of the license
rights granted to Biometrics Security in Sections 2.1 and 2.2 hereof.

         6.3 Assistance and  Cooperation  in Protecting  Intellectual  Property.
Both parties,  including their  employees and affiliates,  shall be obligated to
assist and cooperate with each other in securing the legal protection of any and
all intellectual property rights under Sections 6.1 and 6.2 above.

         6.4 Acts or  Omissions  Harmful to  Intellectual  Property.  Biometrics
Security  shall take no  action,  nor shall it omit to take any  action,  if the
effect  of  such  act or  omission  would  be to harm  any or all of  Datotech's
then-existing intellectual property rights.


                                                        11

<PAGE>







                                                     ARTICLE 7
                                                    Disclaimers

         7.1 No Representations  Regarding Technology or Intellectual  Property.
Datotech makes no representations about and disclaims all warranties, express or
implied,  about the  Technology,  the  Existing  Proprietary  Property,  and any
improvements thereto. Without limiting the generality of the foregoing, Datotech
disclaims any express or implied warranties regarding the following:

     (a) the fitness, usefulness, efficiency or profitability of the Technology,
the Existing Proprietary Property, the improvements thereto or any of the rights
granted herein;

     (b) the validity or scope of any intellectual property rights; and

     (c)  that  anything  made,  used or sold  based  on or  deriving  from  the
Technology or any of the rights licensed  herein will be free from  infringement
of third party rights.


     ARTICLE 8 Term; Termination for Cause and Survival of Certain Provisions

         8.1 Term. The term of this Agreement  shall commence on the date hereof
and shall continue  indefinitely unless terminated pursuant to the provisions of
this Agreement.

         8.2 Termination for Cause. Upon a breach by Biometrics  Security of any
of its obligations  hereunder,  Datotech may terminate this Agreement upon sixty
(60) calendar days advance written notice to Biometrics  Security describing the
grounds for termination; however, such termination shall not occur if Biometrics
Security conclusively  demonstrates to Datotech's satisfaction before the end of
such sixty (60) calendar days that the breach has been cured.

     8.3  Survival.  The  rights  and  obligations  contained  in the  following
Sections shall survive --------  termination of this Agreement regardless of the
method or timing of its termination: 2.3, 3.1, 3.2, 4.1, 6.3, and 7.1.

         8.4 Return of Existing Proprietary Property. If this Agreement shall be
terminated,  Biometrics  Security  shall return to Datotech all technical  data,
know-how,  confidential  information  and  trade  secrets  so far as any of them
consists of written materials, prints and other tangible items which either bear
a stamp  "confidential" or "confidential  information" thereon or are designated
in any other way by Datotech,

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<PAGE>



whether orally or in writing, as confidential information.  For purposes of this
Agreement,  all Technology as utilized in the Licensed Items shall be classified
as confidential information.


                                                     ARTICLE 9
                                                   Miscellaneous

         9.1  Assignability.  This  Agreement  shall not be assignable by either
party in whole or in part  except  upon the  written  and signed  consent of the
other party, which shall not be unreasonably withheld.

     8.2  Binding  Effect.   Subject  to  the  restrictions  on   --------------
assignability  contained  herein,  this Agreement is binding on and inure to the
benefit of the parties and their respective authorized successors and assigns.

     9.3 Further  Assurances.  Biometrics Security agrees to execute and deliver
any  additional  ------------------  documents and  instruments  and perform any
additional  acts  that  may be  necessary  or  appropriate  to  comply  with its
obligations hereunder.

         9.4 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the Province of British Columbia and of Canada as to
all matters of interpretation,  performance,  remedies and  enforceability.  The
parties  hereto hereby  irrevocably  submit to the  jurisdiction  of the Supreme
Court of British Columbia,  Canada, over any action or proceeding arising out of
or relating to this  Agreement and hereby  irrevocably  agree that all claims in
respect to any action or proceeding  may be heard and determined in such Supreme
Court.  The  parties  hereto  irrevocably  consent to the service of any and all
process in any such action or processing  by the  certified  mailing with return
receipt of copies of such process to their address  specified in this Agreement.
The parties  hereto agree that a final judgment in any such action or proceeding
shall be conclusive and may be enforced in any other jurisdiction by suit on the
judgment or any other  manner  provided by law.  The  parties  hereto  waive any
objection to venue in such state and any objection to an action or proceeding in
such state on the basis of forum non convenience.

         9.5 Notice. All notices, requests or consents provided for or permitted
under this  Agreement must be in writing and must be given either by sending the
writing in the mail  addressed to the  recipient,  postage  paid,  registered or
certified mail, return receipt requested, which shall be effective upon receipt,
or by  delivering  the  writing to the  recipient  in  person,  by courier or by
facsimile transmission to the address specified below:


                                                        13

<PAGE>






If to the Licensor:

                           DSI Datotech Systems, Inc.
                           525 Seymour Street
                           Suite 712
                           Vancouver, BC
                           Canada V6B 3H7

                           Attention: Elli Segev
                                        President & CEO

If to the Licensee:
                           Biometrics Security, Inc.
                           675 Fairview Drive
                           Suite 246
                           Carson City, Nevada
                           USA 89701

                           Attention: Stephen J. Henry
                                    President & CEO

With a copy to Legal Firm:
                           Law Offices
                           3838 Camino del Rio North
                           Suite 333
                           San Diego, California
                           USA 92108 1789

                           Attention: Carmine Bua


         9.6 Headings and Certain Words. Headings are used in this Agreement for
the purpose of organization  only and do not constitute  terms of the Agreement.
The words  "herein,"  "hereof,"  "hereunder"  and other words of similar  import
refer to this Agreement as a whole and not to any particular  subdivision unless
otherwise expressly indicated.

         9.7 Severability. If any provision of this Agreement or its application
to any person or circumstance shall be invalid, illegal, or unenforceable to any
extent,  the  remainder  of this  Agreement  and its  application  shall  not be
affected and shall be enforceable to the fullest extent  permitted by law unless
the provision held to be illegal,  invalid or unenforceable is so fundamental to
the sense of this Agreement that its illegality,  invalidity or unenforceability
would make the enforceability of the remainder unreasonable.


                                                        14

<PAGE>


         9.8 Entire Agreement.  This Agreement sets forth the entire,  final and
exclusive  agreement  and  understanding  between  the parties as to the subject
matter  hereof  and  supersedes  all  prior  and  contemporaneous  writings  and
discussions between the parties pertaining hereto.

     9.9 No Oral Modification. This Agreement may be amended or modified only by
a written  --------------------  instrument signed by proper and duly authorized
representatives of both parties.

         9.10  Counterparts.  This  Agreement  may be  executed in any number of
counterparts, each of which when so executed and delivered shall be deemed to be
an original and all of which taken  together  shall  constitute  but one and the
same instrument.

         In witness  whereof,  the parties have caused this Agreement to be duly
executed on the date first set forth above.

Biometrics Security, Inc.


By:___________________________________
Name:
Title:






DSI Datotech Systems Inc.



By:___________________________________
Name:
Title:





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