Exhibit 10.7


    LANGUAGE
      ACCESS NETWORK, INC.

    I
      I I
      West Rich Street

    Suite
      150

    Columbus,
      Ohio 43215

    


    


    November
      15, 2006

    


    Eric
      V.
      Schmidt, CEO

    iBeam
      Solutions LLC

    10
      South
      High Street

    Canal
      Winchester, Ohio 431 10

    


    Re:
      Binding
      Letter of
      Intent for
      Language Access Network, Inc. to Acquire iBeam Solutions LLC Dear
      Eric:

     

    This
      letter of intent sets forth the principal terms under which Language Access
      Network, Inc., a Nevada corporation ("LAN"),
      will
      acquire iBeam Solutions LLC, an Ohio limited liability company ("iBeam"),
      from
      the
      members of iBeam (all such members, collectively the "Sellers"). In this letter
      of intent, (i) LAN and the sellers are sometimes called the "Parties"
      and
      (ii)
      LAN's acquisition of iBeam is sometimes called the "Acquisition." This
      letter of intent shall be binding and
      enfcyrceable and inure to the benefit of the Parties and their respective
      successors and assigns.

    


    The
      principal terms of the Acquisition are as follows:

    


    1. 
      Acquisition Structure. The
      Acquisition will be structured as a reverse triangular merger in which iBeam
      is
      merged with and into a wholly owned subsidiary of LAN which has been formed
      for
      that purpose, with iBeam surviving such merger as the wholly owned subsidiary
      of
      LAN. As
      described
      below under Acquisition
      Consideration, in
      such
      merger the Sellers will receive shares of LAN in exchange for all of the
      outstanding membership interests in iBeam.

    


    2.  Acquisition
      Consideration.
      As
      consideration in the Acquisition in exchange for all of the outstanding
      membership interests in iBeam,
      the Sellers will receive in the aggregate a purchase price equal to $1,000,000
      less the outstanding payablcs/debt of iBeam (the "Purchase
      Price"). In
      this
      regard, the payablcsldcbt of iBeam ibr such purposes will he limited to the
      payahles/debt listed
      on the
      attached Schedule A and any other payahles/debt approved by LAN in its sole
      discretion, and all other payahles/debt of iBeam shall have been paid in full
      or
      otherwise satisfied prior to the
      Closing. The Purchase Price shall be payable by the delivery by LAN to the
      Sellers of an aggregate
      number of shares of LAN determined based on the value of the shares of LAN
      which
      the
      Parties
      agree shall for these purposes be valued at $3.50 per share, and if such
      determination results in there being a fractional share the actual number of
      shares of LAN shall be rounded up
      to
      the
      next whole number of LAN shares. Thus, for example, if iBeam has outstanding
      debt at the time of the Closing (as defined hereinafter) of $526,668, the actual
      Purchase Price will
      then
      be
$473,332
      ($1,000,000 less the debt of $526,668), and the
      number
      of LAN shares
      to
      be delivered at
      the
      Closing in payment of the Purchase Price will then he 135,238 shares of LAN
      (the
      $473,332

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    Purchase
      Price divided by $3.50, resulting in 135,237.71 shares, which are then rounded
      up to the 135,238 shares).

    


    3.
      -Non-Competition and Employee Non
      Solicitation Agreements.

    


    At
      the
      Closing each of the Sellers will execute an Acquisition-related non-competition
      and employee
      non-solicitation agreement in favor of LAN and iBeam which runs for a term
      of
      five (5)
      years.

     

    4.
      Investment Representations
      of
      Sellers.
      The
      Sellers will make the following investment representations
      and warranties to LAN:

    


    (a) 
      Each
      of
      the Sellers will be receiving the shares of LAN in the Acquisition for
      investment solely for his own account and not with a present view to any
      distribution, transfer or resale to others, including any "distribution" within
      the meaning of Securities Act of 1933, as amended (the “Securities
      Act”). Each
      or
      the
      Sellers understands that such shares of LAN have not and will not be registered
      under the Securities Act by reason of a specific exemption from the registration
      provisions of the Securities Act, the availability of which depends on, among
      other things, the bona fide nature of the investment intent and the accuracy
      of'
      his representations made with respect to the investment.

    


    (b) 
      Each
      of
      the Scllcrs is financially able to bear the economic risks of an investment
      in
      the shares of LAN and has no need for liquidity in the Acquisition. Each of
      the
      Sellers is financially able to suffer a complete loss of the invcstmcnt in
      the
      shares of LAN.

    


        (c) 
      Each
      of
      the Sellers has such knowledge and experience in financial and business matters
      in general and with respect to investments of a nature similar to that evidenced
      by the shares of LAN so as to be capable, by reason of such knowledge and
      experience, of evaluating the merits and risks ot, making an informed business
      decision with
      regard to and protecting his own interests in connection with receiving shares
      of LAN.

    


    (d) 
      Each
      of
      the Sellers has been provided with and had the opportunity to review all filings
      made by LAN with the United States Securities and Exchange Commission, which
      filings are available at the SEC's web site at www.sec.gov.

    


    (e) 
      Each
      of
      the Sellers understands that a limited public market now exists for the shares
      of LAN and that LAN has made no assurances that a more active public market
      will
      ever exist for the shares of LAN.

    


    (f) 
      Each
      of
      the Sellers understands that the shares of LAN will be transferred to him or
      her
      pursuant to exemptions from the registration requirements of federal and
      applicable state securities laws and acknowledges that LAN is relying upon
      the
      investment and other representations made herein as the basis for such
      exemptions.

     

    
      
        
        

      

      
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    5.
      Acquisition-Related
      Representations, Warranties and Covenants of Sellers. The
      Sellers will make the typical comprehensive Acquisition-related representations
      and warranties to LAN, and will provide the typical comprehensive
      Acquisition-related covenants, indemnities and other protections for the benefit
      of LAN.

    


    6.
      Closing.
      The
      closing of the
      Acquisition (the "Closing")
      will
      occur on such date as is designated
      by LAN which is not more than forty five (45) days after the date of this letter
      of intent. LAN's
      obligation to proceed with the Closing will be subject to (a) the satisfactory
      completion of LAN's
      ongoing due diligence investigation of iBeam and its business, (b) the Sellers
      and/or iBeam
      obtaining all required certificates, permits and approvals in connection with
      LAN's operation of iBeam's business. (c) the Sellers and iBeam executing the
      necessary documents to complete the Closing (d) Eric Schmidt executing an
      employment agreement with iBeam and/or LAN on mutually acceptable terms and
      conditions and (c) approval of the Acquisition by LAN's board of
      directors.

    


    7.
      Access.
      The
      Sellers agree to cooperate with LAN's due diligence investigation of iBeam
      and
      will afford LAN full and free access to iBeam and all of its personnel,
      properties, contracts, books and records, and other documents and
      data.

    


    8. 
      Exclusive
      Dealing.

    


    (a)  The
      Sellers will not, and will cause iBeam not to, directly or indirectly, through
      any representative or otherwise, enter into any agreement, discussion or
      negotiation with, or provide information to, or solicit, encourage, entertain
      or
      otherwise consider
      any inquiries or proposals from, any other entity or other person with respect
      to (i)
      the
      possible acquisition of the assets and/or business of iBeam or (ii) any business
      combination involving iBeam, whether by way of merger, consolidation, membership
      interest exchange or other acquisition or otherwise (other than sales of
      inventory in the ordinary course).

    


    (b)  The
      Sellers will immediately notify LAN regarding any contact between the Sellers,
      iBeam and/or their representatives on the one hand and any other entity or
      other
      person on the other hand regarding any such offer or proposal or any related
      inquiry.

    


    (c)  If
      the
      Sellers breach either of Section 8(a) or Section 5(b) above, and as a result
      thereof any of the Sellers or iBeam enters into a letter of intent or other
      agreement relating to disposition of any of the assets or business of iBeam,
      or
      any business
      combination
      involving iBeam, whether by way of merger, consolidation, membership interest
      exchange or other acquisition or otherwise (other than sales of inventory in
      the
      ordinary course). and the same is
      ultimately consummated, then, immediately upon the closing thereof, the Sellers
      will pay, or cause iBeam to pay, to LAN the sum $50,000 as liquidated damages,
      together with reimbursement of LAN's expenses in connection with the
      Acquisition. This payment will not serve as the exclusive remedy to LAN under
      this

     

    
      
        
        

      

      
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    letter
        of
        intent in the event of a breach by the Sellers of Section 8(a) or Section
        8(h)
        above,
        and LAN
        will be entitled to all other rights and remedies provided by law or in
        equity.

    

    


    9. 
      Conduct
      of Business. Until
      the
      Closing, the Sellers shall cause iBeam to operate its business in the ordinary
      course and to refrain from any extraordinary transactions. Further, until the
      Closing, and except for those of the Sellers who are employees of iBeam who
      may
      contact clients
      of iBeam in the ordinary course of il3eant's business, the Sellers shall not
      contact the clients
      of
      iBeam.

     

    10. 
      Confidentiality. Except
      as
      and to the extent required by law, LAN will not disclose or use, and
will
      direct
      its representatives not to disclose or use, to the detriment of the Sellers
      or
      iBeam, any Confidential Information (as defined below) with respect to iBearn
      furnished, or to he furnished, by the Sellers, iBeam, or their representatives
      to LAN or its representatives at any time or in any manner other than in
      connection with LAN's evaluation of the Acquisition. For purposes of this
      Section 10, "Confidential
      Information" means
      any
      information about iBeam
      stamped
      "confidential" or identified in writing as such to LAN by the Sellers promptly
      following its disclosure, unless (a) such information is already known to LAN
      or
      its representatives, (b) such information
      is or becomes publicly available through no fault of LAN or its representatives,
      (c) the
      use of
      such information is necessary or appropriate in making any filing or obtaining
      any consent or approval required for the consummation of the Acquisition or
      (d)
      the furnishing or use of such information is required by or necessary or
      appropriate in connection with legal proceedings. Upon the written request
      of
      the Sellers. LAN will promptly, at LAN's option, return to the Sellers or
iBeam
      any
      Confidential Information, or destroy any Confidential Information in its
      possession and
      certify
      in writing to the Sellers that it has done so. LAN shall he responsible for
      enforcing the provisions of this Section 10 against its representatives to
      whom
      the Confidential Information has been disclosed by either the Sellers or
      LAN.

    


    11. 
      Public
      Disclosure. On
      or
      oiler the date on which all of the Parties have executed this letter of intent,
      LAN will
      issue
      a
      press release in a from reasonably acceptable to iBeam. Except for the issuance
      of such press release, and except as and to the extent required by law, without
      the prior written consent of the other Parties, no Party will, and each Party
      will direct its representatives not to, make, directly or indirectly, any public
      comment, statement or communication with respect to, or otherwise disclose
      or
      permit the disclosure of, any of the terms, conditions or other aspects of
      the
      Acquisition. If a Party is required by law to make any such disclosure, it
      must
      first provide to the
      other
      Parties the content of the proposed disclosure, the reasons that such disclosure
      is required
      by law,
      and the time and place that such disclosure will be made.

    


    12. 
      Costs. LAN
      and
      each of the Sellers will be responsible for and bear all
      of
      its or
      his own costs and expenses (including any broker's or finder's fees and the
      expenses of its or his representatives)
      incurred at any time in connection with pursuing or consummating the
      Acquisition.

     

    13. 
      Indemnification.
      The
      Sellers represent and warrant that LAN will not incur any liability in connection
      with the consummation of
      the
      Acquisition to any third party with whom the Sellers or

     

    
      
        
        

      

      
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    their
      agents have had discussions regarding any disposition of
      iBeam
      including without limitation any disposition of the outstanding membership
      interests of iBeam, and the Sellers, jointly and severally, agree to indemnify,
      defend and hold harmless LAN, and its officers, directors, stockholders, lenders
      and affiliates, against and from any claims by or liabilities to such third
      parties, including any legal or other expenses incurred in connection with
      the
      defense of any such claims. The covenants contained in this Section 13 will
      survive any termination of' this letter of intent.

    


    14. 
      Entire
      Agreement. This
      letter of intent constitutes the entire agreement between the Parties, and
      supersedes all prior oral or written agreements, understandings, representations
      and warranties, and courses of conduct and dealing
      between the Parties, relating to the subject matter hereof, This letter of
      intent may be amended or modified only by a writing executed by all of
      the
      Parties.

    


    15. 
      Governing
      Law. This
      letter of intent will be governed by and construed under the laws of the State
      of Ohio without regard to conflicts of laws principles.

    


    16. 
      Jurisdiction;
      Service of Process.
      Any
      action or
      proceeding seeking to enforce any provision
      of, or based on any right
      arising out
      of,
      this letter of intent may be brought against any of
      the
      Parties in the courts of the State or
      Ohio,
      County of Franklin, or, if it has or can acquire jurisdiction, in the United
      States District Court for the Southern District of Ohio, and each of the Parties
      consents to the jurisdiction of such courts (and of the appropriate appellate
      courts) in any such action or proceeding and waives any objection to venue
      laid
      therein. Process in any action or proceeding referred to in the preceding
      sentence may be served on any Party anywhere in the world,

     

    17. 
      Counterparts.
      This
      letter of intent may be executed in one or more counterparts, each of
      which
      will be deemed to be an original copy of this letter of intent and all of which,
      when taken together, will be deemed to constitute
      one and the same agreement.

    


    The
      Parties now wish to commence negotiating a definitive written acquisition
      agreement providing for the Acquisition. To facilitate the negotiation thereof,
      the parties agree that LAN's counsel will prepare an initial draft which will
      reflect the terms set forth in this letter of intent.

     

    [Remainder
      of Page Intentionally Left Blank]

     

    
      
        
        

      

      
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    If
      you
      are in agreement with the foregoing,
      please
      sign and return one copy of
      this
      letter of intent, which thereupon will constitute our agreement with respect
      to
      its subject matter.

     

     

    
      	 	
              Very truly yours,

               

              LANGUAGE ACCESS NETWORK, INC. 

            
	 	
              By:
                /s/ Michael Guirlinger

              Name: Michael
                Guirlinger

              Title: CEO

            
	 	 
	Agreed and Accepted:	 
	 	 
	/s/ Eric V Schmidt	 
	 	 
	/s/ Paul Bursey 	 
	 	 
	/s/ Brenda Schmidt	 
	 	 
	/s/ Rusty Blades 	 
	 	 
	/s/ Matthew Rowe	 
	 	 
	/s/ Randall Sims	 
	 	 
	/s/Bricker & Eckler LLP	 


    

    


    
      
        
        

      

      
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    Schedule
      A

     

    PAYABLES/DEBT

    


    
      	
              DESCRIPTION
                

            	
              AMOUNT

            
	
              IRS

            	
              $170,000

            
	
              Mortgage

            	
              $67,000

            
	
              Paul’s
                Credit Card

            	
              $26,700

            
	
              Other
                Taxes

            	
              $10,000

            
	
              Loan
                by Eric for IRS OIC

            	
              $44,000

            
	
              American
                Express

            	
              $6,100

            
	
              Pyrinex

            	
              $27,000

            
	
              Dell

            	
              $9,700

            
	
              National
                City Line of Credit

            	
              $33,000

            
	
              Eric’s
                Chase

            	
              $27,600

            
	
              Citi
                Credit Card - 4238

            	
              $11,400

            
	
              Capital
                One - 6348

            	
              $2,300

            
	
              PEBCO
                

            	
              $38,382

            
	
              Christensen

            	
              $9,000

            
	
              Chase
                2769

            	
              $8,300

            
	
              iBeam
                Capital One 4280

            	
              $4,000

            
	
              Bank
                of America

            	
              $16,500

            
	
              Best
                Buy

            	
              $900

            
	
              Chase
                0622

            	
              $3,200

            
	
              Bricker
                & Eckler

            	
              $5,500

            
	
              First
                National Bank Visa

            	
              $1,786

            
	
              Buckeye
                Payroll

            	
              $3,400

            
	
              TOTAL

            	
              $526,668