Exhibit 10-1

                                                    [IBM LOGO]

                                                        IBM Canada Ltd.
                                                        3600 Steeles Avenue East
                                                        Markham, ON L3R 9Z7
                                                        (416) 383-5000


July 23, 2001



Mr. Ed LaBuick
The Buck-A-Day Company
465 Davis Drive, Suite 226
Newmarket, Ontario 3Y 2P1

Dear Ed

We would like to finalize  the details of the three year  business  relationship
between  IBM Canada Ltd.  and The  Buck-A-Day  Company as per Don Myles'  letter
dated June 5, 2001.

In view of your  commitment  to an IBM exclusive  agreement  and minimum  annual
commitment  of 10,000 PC units per calendar year (unit is defined as Desktop and
ThinkPad):

o     IBM  will  provide  Market  Development  Funds  ((MDF),   referred  to  as
      Co-Marketing funds in Don's letter)) in the amount of $50,000 semiannually
      (effective  January 2002). These semiannual MDF funds will be based on six
      month  periods  and these funds will be paid in January  2002,  July 2002,
      January 2003, July 2003, and January 2004.

o     Performance Bonus Rebate:  The  Buck-A-Day-Company  commits to an End User
      Sales target of 5000 IBM PC's  between  June 1 and  December 31, 2001.  If
      this target is exceeded, IBM will rebate 1% of the net IBM revenue for the
      Intel P3/P4 class PCs.  This rebate will be paid in January  2002 and will
      be based on an IBM ship out report and BP1  revenue  for this same  period
      (Intel class to be revised annually).

      Further,  if during the second six-month period (i.e. January 1 - June 30,
      2002),  The Buck-A-Day  Company exceeds End User Sales target of 5,000 IBM
      PCs (total annual to exceed 10,000 units), then IBM will rebate 2% of the
      net IBM revenue for the Intel P3/P4 class PCs for this second period to be
      paid in July 2002  based on the same IBM ship out  report as above  (Intel
      class to be revised annually).

      Should The Buck-A-Day  Company fail to achieve the first target, no rebate
      will be owed and the 1% rebate will apply for the second six-month period.
      This  rebate  will be paid in July  2002 and will be based on the same IBM
      ship out report as above.



<PAGE>

Performance Bonus Calculation (For illustration only):

First 6 months  Buck-A-Day sells 5,700 units and 4,900 were P3/P4 class then IBM
would pay  (based on IBM ship out  report and BP1  revenue)  4,900  units * 1.0%
(paid in following January).

i) Second 6 month period  Buck-A-Day  sells 4000 units (total of 9,700/yr)  0.0%
payout on second period, or

ii) Second 6 month period  Buck-A-Day sells 5,200 units (total of 10,9OO/yr) and
5,100 were P3/P4  class then IBM would pay (based on IBM ship out report and BP1
revenue) 5,100 units * 2.0% (paid in following July)

*Payment Schedule:

--------------------------------------------------------------------------------
Payment            Period               Target       MDF        Perf-Bonus
--------------------------------------------------------------------------------
June 2001    Jun 1 - Dec 31, 2001    5000 + Units   $350K   1% paid in Jan
--------------------------------------------------------------------------------
Jan 2002     Jan 1 - Jun 30, 2002    5000 + Units    $50K   1% or 2% paid in Jul
--------------------------------------------------------------------------------
Jul 2002     Ju1 1 - Dec 31, 2002    5000 + Units    $50K   1% paid in Jan
--------------------------------------------------------------------------------
Jan 2003     Jan 1 - Jun 30, 2003    5000 + Units    $50K   1% or 2% paid in Jul
--------------------------------------------------------------------------------
Jul 2003     Ju1 1 - Dec 31, 2003    5000 + Units    $50K   1% paid in Jan
--------------------------------------------------------------------------------
Jan 2004     Jan 1 - Jun 30, 2004    5000 + Units    $50K   1% or 2% paid in Jul
--------------------------------------------------------------------------------

This agreement replaces all existing incentive based programs offered by IBM for
the remainder of this term (3 years) until June 30, 2004.

Yours truly

/s/ Milvi Ester

Milvi Ester
Manager, PCs Higher Education &
Mass Merchant Channel
905-316-4136
milvi@ca.ibm.com

cc:      Don Myles   - IBM Canada Ltd.
         Gary Isaacs - IBM Canada Ltd.
         Scott Frank - IBM Canada Ltd.
         Kevin Simon - IBM Canada Ltd.


<PAGE>

                                                      [IBM LOGO]

Don D. Myles                                          IBM Canada Ltd.
Vice President                                        3600 Steeles Avenue East
Partner Services Personal Computing Division          Markham, ON L3R 9Z7


                            PRIVATE & CONFIDENTIAL

June 5, 2001


Mr. Ed LaBuick
The Buck-A-Day Company
465 Davis Drive, Suite 226
Newmarket, Ontario L3Y 2P1

Dear Ed

Further to our discussions over the last week. IBM's proposal in principle for a
3 year  business  partnership  with  Buck-A-Day to promote and sell IBM products
exclusively  in your computer  category with a minimum  annual  (calendar  year)
purchase rate of 10,000 units includes the following:

o     IBM will  allocate  product to a supply bucket  committed  for  Buck-A-Day
      based on your 90 day forecast. We will review the requirements monthly and
      reallocate requirements as part of the IBM Channels supply allocation.

o     Your purchase cost will be IBM Web less 1.0%,  including purchases through
      Distribution  (SuperCom).  This pricing structure will be revisited should
      IBM revise its pricing strategy over the next 3 years.

o     In order to execute this  proposal  quickly,  Buck-A-Day  should  continue
      ordering  through  SuperCom  while I  continue  to work  with  IBM  Global
      Financing on extending  credit to Buck-A-Day  for purchases  directly from
      IBM. I will work with  SuperCom to assist in the process of arranging  the
      appropriate terms.

o     IBM will  review  the  opportunity  for  Buck-A-Day  to  purchase  Lexmark
      printers.

In view of your  commitment  to an IBM exclusive  agreement  and minimum  annual
commitment:

o     IBM  will  provide  co-marketing  finds in the  amount  of  $350,000  once
      Buck-a-Day has received supply of IBM product and started running your IBM
      TV ads with the NetVista iSeries 34U model.

o     IBM will provide  co-marketing funds in the amount of $50,000 semiannually
      (effective January 2002).


<PAGE>

o     Performance Bonus Rebate:  Buck-A-Day  commits to an End User Sales target
      of 5,000 IBM PCs between June 1 and November 30 of 2001. If this target is
      exceeded, IBM will rebate 1% of the net IBM revenue for the Intel P3 or P4
      class PC. This rebate will be paid in January 2002.

      Further,  if during the second  six-month  period (Dec.  1 May 31,  2002),
      Buck-A-Day exceeds a second End User Sales target of 5,000 IBM PC's (total
      to exceed  10,000  units),  then IBM will rebate 2% of the net IBM revenue
      for the Intel P3/P4 class PCs for this second period in July 2002.

      Should Buck-A-Day fail to achieve the first target, no rebate will be owed
      and the 1% rebate rate will apply for the second six month period.

Upon your  agreement  to these  principles,  I look  forward to  continuing  our
business  partnership and we can finalize the details for the above  principles,
including  re-formalizing  the above by amending  the  appropriate  IBM Business
Partner contract.

Still anxious to get going.

Yours truly

/s/ Don

Don Myles
Vice President, Partner Services,
Personal Computing Division
IBM Canada Ltd.
Tel: (905) 316-2600,
Fax: (905) 316-2535


cc: Milvi Ester, IBM Canada Ltd.