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                                                                   EXHIBIT 10.37

                               Insight Capital LLC
                            170 Broadway, 17th Floor
                            New York, New York 10038


                                                      April 2, 2001

World Wireless Communications, Inc.
5670 Greenwood Plaza Blvd., Suite 340
Englewood, Colorado 80111
Attn: Mr. David D. Singer, President

                  Re: Firm Commitment for Funding

Gentlemen:

         This letter sets forth the proposal we discussed with you to provide
financing to you on the terms and conditions set forth herein:

         1. Appointment. You have retained us to provide financing to you of
$4,000,000 on or before May 31, 2001 through the offering of shares of common
stock in a transaction exempt from registration under the Securities Act of
1933, as amended (the "Act") to "accredited investors" within the meaning of
Regulation D issued under the Act.

         2. Firm Commitment. We agree unconditionally to provide financing to
you, or to cause the raising of such funds from others, of $4,000,000, on or
before May 31, 2001.

         3. Compensation. As consideration for our services hereunder, you agree
to pay us a fee of 10% of the gross proceeds by you on the investment in your
corporation by any person initially introduced by us to you in writing, which
amount shall be payable in full in cash upon the closing of such sale.

         4. Expenses. You agree to reimburse us for transportation, lodging and
business entertainment expenses incurred by us in the performance of our duties
hereunder, not to exceed $2,000 per month, within 30 days after our submission
to you of documentary evidence substantiating such expenses, provided that we
obtain your prior written consent to our incurrence of any such expenses in
excess of $500.

         5. Indemnification.

         (a) We shall unconditionally indemnify you, your affiliates, officers,
directors, employees and agents, from and against any claim arising out of our
representations or activities (other than those specifically authorized by you)
in connection with the offering of your securities contemplated hereunder.

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         (b) You shall unconditionally indemnify us, our affiliates, officers,
directors, employees and agents, from and against any claim arising out of your
representations or activities in connection with the sale of your securities
contemplated hereunder.

         6. Governing Law. This Agreement and the rights of the parties
hereunder shall be governed by and construed in accordance with the laws of the
State of Colorado, determined without regard to its conflicts of law principles.
All parties hereto (i) agree that any legal suit, action or proceeding arising
out of or relating to this Agreement shall be instituted only in a federal or
state court in Denver, Colorado, (ii) waive any objection which they may now or
hereafter have to the laying of the venue of any such suit, action or
proceeding, and (iii) irrevocably submit to the jurisdiction of any federal or
state court in Denver, Colorado, in any such suit, action or proceeding, but
such consent shall not constitute a general appearance or be available to any
other person who is not a party to this Agreement. All parties hereto agree that
the mailing of any process in any suit, action or proceeding at the address set
forth herein shall constitute personal service thereof.

         7. Entire Agreement; Waiver of Breach. This Agreement constitutes the
entire agreement among the parties and supersedes any prior agreement or
understanding among them with respect to the subject matter hereof, and it may
not be modified or amended in any manner other than as provided herein; and no
waiver of any breach or condition of this Agreement shall be deemed to have
occurred unless such waiver is in writing, signed by the party against whom
enforcement is sought, and no waiver shall be claimed to be a waiver of any
subsequent breach or condition of a like or different nature.

         8. Assignment. This Agreement or any rights hereunder shall not be
assigned without the prior written consent of both parties.

         If this agreement accurately reflects our understanding, please sign
the enclosed copy hereof at the bottom and return it to us.

                                            Very truly yours,


                                            Insight Capital LLC

                                            By:
                                               -------------------------------
                                               Allan Jay, President and Member
Agreed to:

World Wireless Communications, Inc.

By:
   --------------------------------
       David D. Singer, President