Exhibit 10.10

NEITHER THIS WARRANT NOR THE  SECURITIES  INTO WHICH THIS WARRANT IS EXERCISABLE
HAVE  BEEN  REGISTERED  WITH  THE  SECURITIES  AND  EXCHANGE  COMMISSION  OR THE
SECURITIES   COMMISSION  OF  ANY  STATE  IN  RELIANCE  UPON  AN  EXEMPTION  FROM
REGISTRATION  UNDER THE  SECURITIES  ACT OF 1933,  AS AMENDED  (THE  "SECURITIES
ACT"),  AND,  ACCORDINGLY,  MAY NOT BE OFFERED  OR SOLD  EXCEPT  PURSUANT  TO AN
EFFECTIVE  REGISTRATION  STATEMENT  UNDER THE  SECURITIES  ACT OR PURSUANT TO AN
AVAILABLE  EXEMPTION  FROM  THE  REGISTRATION  REQUIREMENTS  THEREUNDER  AND  IN
COMPLIANCE WITH APPLICABLE STATE SECURITIES OR BLUE SKY LAWS.



                           IVP TECHNOLOGY CORPORATION


                                     WARRANT
                                     -------

                                                             Dated: May 15, 2000


        IVP Technology  Corporation,  a corporation organized and existing under
the laws of the State of Nevada (the  "Company"),  hereby  certifies  that,  for
value received,  Rainbow  Investments  International  Limited, or its registered
assigns  ("Holder"),  is  entitled,  subject  to the terms set forth  below,  to
purchase from the Company up to an aggregate of one hundred  thousand  (100,000)
shares of Common Stock,  $.001 par value per share (the "Common Stock"),  of the
Company (each such share,  a "Warrant  Share" and all such shares,  the "Warrant
Shares")  at an  exercise  price  equal to eighty  percent  (80%) of the average
closing  bid  price  per share of Common  Stock  (as  reported  by the  National
Quotation  Bureau,  Inc.) during the ten (10) trading days immediately  prior to
any such exercise, at any time and from time to time from for and after the date
hereof and  through and  including  May 15, 2001 (the  "Expiration  Date"),  and
subject to the following terms and conditions:

        1.  REGISTRATION  OF WARRANT.  The Company shall  register this Warrant,
upon records to be  maintained  by the Company for that  purpose  (the  "Warrant
Register"),  in the name of the  record  Holder  hereof  from time to time.  The
Company may deem and treat the registered Holder of this Warrant as the absolute
owner hereof for the purpose of any exercise  hereof or any  distribution to the
Holder,  and for all other  purposes,  and the Company  shall not be affected by
notice to the contrary.

<PAGE>

        2.  REGISTRATION OF TRANSFERS AND EXCHANGES.

            (a)  The Company shall  register the transfer of any portion of this
Warrant in the Warrant Register,  upon surrender of this Warrant,  with the Form
of Assignment  attached hereto duly completed and signed,  to the Company at the
office specified in or pursuant to Section 3(b) and an opinion of counsel to the
Holder  reasonably  acceptable  to the Company  that such  transfer  may be made
without  compliance  with  Federal  and  state  securities  laws.  Upon any such
registration   or  transfer,   a  new  warrant  to  purchase  Common  Stock,  in
substantially the form of this Warrant (any such new warrant,  a "New Warrant"),
evidencing  the portion of this  Warrant so  transferred  shall be issued to the
transferee and a New Warrant  evidencing  the remaining  portion of this Warrant
not so  transferred,  if any, shall be issued to the  transferring  Holder.  The
acceptance  of the New  Warrant by the  transferee  thereof  shall be deemed the
acceptance of such  transferee of all of the rights and  obligations of a holder
of a Warrant.

            (b)  This Warrant is exchangeable,  upon the surrender hereof by the
Holder to the office of the Company specified in or pursuant to Section 3(b) for
one or more New Warrants,  evidencing in the aggregate the right to purchase the
number of Warrant  Shares  which may then be purchased  hereunder.  Any such New
Warrant will be dated the date of such exchange.

        3.  DURATION, EXERCISE AND REDEMPTION OF WARRANTS.

            (a)  This Warrant shall be exercisable by the  registered  Holder on
any business day before 5:30 P.M., New York City time, at any time and from time
to time on or after the date hereof to and  including  the  Expiration  Date. At
5:30  P.M.,  New York City time on the  Expiration  Date,  the  portion  of this
Warrant not exercised prior thereto shall be and become void and of no value.

            (b)  Subject to Section 2(b), upon  surrender of this Warrant,  with
the Form of Election to Purchase  attached hereto duly completed and signed,  to
the Company at its address for notice set forth in Section 9 and upon payment of
the Exercise  Price  multiplied by the number of Warrant  Shares that the Holder
intends to purchase hereunder,  in lawful money of the United States of America,
in cash or by  certified or official  bank check or checks,  all as specified by
the Holder in the Form of Election to Purchase,  the Company shall promptly (but
in no event later than 3 business  days after the Date of  Exercise  (as defined
herein))  issue or cause to be issued and cause to be  delivered  to or upon the
written  order  of the  Holder  and in such  name or  names  as the  Holder  may
designate, a certificate for the Warrant Shares issuable upon such exercise. Any
person so designated by the Holder to receive  Warrant Shares shall be deemed to
have become a holder of record of such Warrant Shares as of the Date of Exercise
of this Warrant.

            A "Date of Exercise"  means the date on which the Company shall have
received (i) this Warrant (or any New Warrant, as applicable),  with the Form of
Election  to  Purchase  attached  hereto  (or  attached  to  such  New  Warrant)
appropriately  completed and duly signed, and (ii) payment of the Exercise Price
for the  number  of  Warrant  Shares so  indicated  by the  holder  hereof to be
purchased.

                                       2
<PAGE>

            (c)  This Warrant shall be  exercisable,  either in its entirety or,
from time to time, for a portion of the number of Warrant  Shares.  If less than
all of the  Warrant  Shares  which  may be  purchased  under  this  Warrant  are
exercised  at any time,  the Company  shall issue or cause to be issued,  at its
expense,  a New Warrant evidencing the right to purchase the remaining number of
Warrant Shares for which no exercise has been evidenced by this Warrant.

        4.  PAYMENT OF TAXES.  The Company will pay all documentary  stamp taxes
attributable  to the  issuance  of  Warrant  Shares  upon the  exercise  of this
Warrant;  provided,  however,  that the Company shall not be required to pay any
tax which may be payable in respect of any transfer involved in the registration
of any  certificates for Warrant Shares or Warrants in a name other than that of
the Holder, and the Company shall not be required to issue or cause to be issued
or deliver or cause to be delivered the  certificates  for Warrant Shares unless
or until the person or persons  requesting the issuance  thereof shall have paid
to the  Company  the  amount  of  such  tax or  shall  have  established  to the
satisfaction  of the Company  that such tax has been paid.  The Holder  shall be
responsible for all other tax liability that may arise as a result of holding or
transferring this Warrant or receiving Warrant Shares upon exercise hereof.

        5. REPLACEMENT OF WARRANT. If this Warrant is mutilated, lost, stolen or
destroyed,  the  Company  shall  issue or cause to be  issued  in  exchange  and
substitution for and upon  cancellation  hereof,  or in lieu of and substitution
for this Warrant,  a New Warrant,  but only upon receipt of evidence  reasonably
satisfactory to the Company of such loss, theft or destruction and indemnity, if
reasonably  satisfactory  to  it.  Applicants  for  a  New  Warrant  under  such
circumstances  shall also  comply  with such other  reasonable  regulations  and
procedures and pay such other reasonable charges as the Company may prescribe.

        6. RESERVATION OF WARRANT SHARES.  The Company covenants that it will at
all times reserve and keep  available out of the aggregate of its authorized but
unissued  Common  Stock,  solely for the purpose of enabling it to issue Warrant
Shares upon exercise of this Warrant as herein  provided,  the number of Warrant
Shares which are then issuable and deliverable  upon the exercise of this entire
Warrant,  free from preemptive  rights or any other actual  contingent  purchase
rights of persons  other than the Holders  (taking into account the  adjustments
and  restrictions  of Section 8). The Company  covenants that all Warrant Shares
that shall be so issuable and deliverable  shall,  upon issuance and the payment
of the applicable  Exercise Price in accordance  with the terms hereof,  be duly
and validly authorized, issued and fully paid and nonassessable.

        7. CERTAIN ADJUSTMENTS.  The Exercise Price and number of Warrant Shares
issuable upon  exercise of this Warrant are subject to  adjustment  from time to
time as set forth in this Section 7. Upon each such  adjustment  of the Exercise
Price  pursuant  to this  Section 7, the Holder  shall  thereafter  prior to the
Expiration  Date be entitled to purchase,  at the Exercise Price  resulting from
such  adjustment,  the number of Warrant  Shares  obtained  by  multiplying  the
Exercise Price in effect  immediately  prior to such adjustment by the number of
Warrant Shares issuable upon exercise of this Warrant  immediately prior to such
adjustment and dividing the product thereof by the Exercise Price resulting from
such adjustment.

            (a) If the Company,  at any time while this Warrant is  outstanding,
(i) shall pay a stock dividend or otherwise make a distribution or distributions
on  shares  of its  Common  Stock (as  defined  below) or on any other  class of

                                       3
<PAGE>

capital stock (and not the Common Stock) payable in shares of Common Stock, (ii)
subdivide  outstanding shares of Common Stock into a larger number of shares, or
(iii)  combine  outstanding  shares of  Common  Stock  into a smaller  number of
shares,  the  Exercise  Price  shall be  multiplied  by a fraction  of which the
numerator  shall be the  number of shares of Common  Stock  (excluding  treasury
shares, if any) outstanding before such event and of which the denominator shall
be the number of shares of Common  Stock  (excluding  treasury  shares,  if any)
outstanding after such event. Any adjustment made pursuant to this Section shall
become  effective  immediately  after the record date for the  determination  of
stockholders  entitled to receive such dividend or distribution and shall become
effective  immediately  after the effective date in the case of a subdivision or
combination, and shall apply to successive subdivisions and combinations.

            (b)  In  case  of any  reclassification  of the  Common  Stock,  any
consolidation or merger of the Company with or into another person,  the sale or
transfer of all or  substantially  all of the assets of the Company in which the
consideration  therefor  is  equity  or  equity  equivalent  securities  or  any
compulsory  share exchange  pursuant to which the Common Stock is converted into
other securities or property, then the Holder shall have the right thereafter to
exercise  this  Warrant only into the shares of stock and other  securities  and
property  receivable  upon or  deemed  to be held by  holders  of  Common  Stock
following such reclassification,  consolidation, merger, sale, transfer or share
exchange,  and the Holder  shall be  entitled  upon such  event to receive  such
amount of securities or property of the Company's business  combination  partner
equal to the amount of Warrant  Shares such Holder  would have been  entitled to
had   such   Holder   exercised   this   Warrant   immediately   prior  to  such
reclassification,  consolidation,  merger, sale, transfer or share exchange. The
terms of any such consolidation,  merger, sale, transfer or share exchange shall
include  such terms so as to continue to give to the Holder the right to receive
the  securities  or property  set forth in this  Section  7(b) upon any exercise
following any such  reclassification,  consolidation,  merger, sale, transfer or
share exchange.

            (c)  If the Company, at any time while this Warrant is  outstanding,
shall  distribute  to all  holders  of Common  Stock (and not to holders of this
Warrant)  evidences  of its  indebtedness  or assets or  rights or  warrants  to
subscribe for or purchase any security  (excluding those referred to in Sections
7(a),  (b) and  (d)),  then in each  such  case  the  Exercise  Price  shall  be
determined by multiplying the Exercise Price in effect  immediately prior to the
record date fixed for  determination  of  stockholders  entitled to receive such
distribution by a fraction of which the denominator  shall be the Exercise Price
determined  as of the record date  mentioned  above,  and of which the numerator
shall be such Exercise Price on such record date less the then fair market value
at such record date of the portion of such assets or evidence of indebtedness so
distributed applicable to one outstanding share of Common Stock as determined by
a nationally  recognized or major  regional  investment  banking firm or firm of
independent  certified public accountants of recognized  standing (which, in all
events, may be the firm that regularly examines the financial  statements of the
Company) (an  "Appraiser")  mutually  selected in good faith by the holders of a
majority in interest of the  Warrants  then  outstanding  and the  Company.  Any
determination made by the Appraiser shall be final.

            (d)  If, at any time while this Warrant is outstanding,  the Company
shall issue or cause to be issued  rights or  warrants  to acquire or  otherwise
sell or  distribute  shares of Common Stock to all holders of Common Stock for a

                                       4
<PAGE>

consideration  per share less than the  Exercise  Price  then in  effect,  then,
forthwith  upon such issue or sale,  the Exercise  Price shall be reduced to the
price  (calculated  to the nearest  cent)  determined  by dividing (i) an amount
equal  to the sum of (A) the  number  of  shares  of  Common  Stock  outstanding
immediately  prior to such issue or sale multiplied by the Exercise  Price,  and
(B) the  consideration,  if any, received or receivable by the Company upon such
issue or sale by (ii) the total  number of  shares of Common  Stock  outstanding
immediately after such issue or sale.

            (e)  For the purposes of this Section 7, the following clauses shall
also be applicable:

                 (i) RECORD DATE. In case the Company shall take a record of the
holders of its Common Stock for the purpose of  entitling  the holders of Common
Stock (A) to receive a dividend or other distribution payable in Common Stock or
in securities convertible or exchangeable into shares of Common Stock, or (B) to
subscribe for or purchase Common Stock or securities convertible or exchangeable
into  shares of Common  Stock,  then such  record date shall be deemed to be the
date of the  issue or sale of the  shares of  Common  Stock  deemed to have been
issued or sold upon the declaration of such dividend or the making of such other
distribution  or the  date of the  granting  of such  right of  subscription  or
purchase, as the case may be.

                 (ii)  TREASURY  SHARES.  The  number of shares of Common  Stock
outstanding  at any given time shall not include  shares owned or held by or for
the account of the  Company,  and the  disposition  of any such shares  shall be
considered an issue or sale of Common Stock.

            (f)  All calculations  under  this  Section  7 shall  be made to the
nearest cent or the nearest 1/100th of a share, as the case may be.

            (g)  If:

                         (i)    the  Company  shall  declare a dividend  (or any
                                other distribution) on its Common Stock; or

                         (ii)   the Company shall declare a special nonrecurring
                                cash  dividend on or a redemption  of its Common
                                Stock; or

                         (iii)  the Company shall  authorize the granting to all
                                holders of the Common  Stock  rights or warrants
                                to  subscribe  for or  purchase  any  shares  of
                                capital stock of any class or of any rights; or

                         (iv)   the approval of any  stockholders of the Company
                                shall  be  required  in   connection   with  any
                                reclassification  of  the  Common  Stock  of the
                                Company,  any  consolidation  or merger to which

                                       5
<PAGE>

                                the Company is a party,  any sale or transfer of
                                all or  substantially  all of the  assets of the
                                Company,   or  any  compulsory   share  exchange
                                whereby the Common Stock is converted into other
                                securities, cash or property; or

                         (v)    the  Company   shall   authorize  the  voluntary
                                dissolution,  liquidation  or  winding up of the
                                affairs of the Company,

then the Company shall cause to be mailed to each Holder at their last addresses
as they shall appear upon the Warrant Register,  at least 30 calendar days prior
to the  applicable  record or effective  date  hereinafter  specified,  a notice
stating  (x) the date on which a record is to be taken for the  purpose  of such
dividend, distribution, redemption, rights or warrants, or if a record is not to
be taken,  the date as of which  the  holders  of  Common  Stock of record to be
entitled to such dividend, distributions,  redemption, rights or warrants are to
be  determined  or (y) the date on which such  reclassification,  consolidation,
merger,  sale,  transfer or share  exchange is expected to become  effective  or
close,  and the date as of which it is expected  that holders of Common Stock of
record  shall  be  entitled  to  exchange  their  shares  of  Common  Stock  for
securities,  cash or other  property  deliverable  upon  such  reclassification,
consolidation,  merger, sale, transfer, share exchange, dissolution, liquidation
or winding up;  provided,  however,  that the failure to mail such notice or any
defect  therein or in the mailing  thereof  shall not affect the validity of the
corporate action required to be specified in such notice.

        8.  FRACTIONAL  SHARES.  The  Company  shall not be required to issue or
cause to be issued  fractional  Warrant  Shares on the exercise of this Warrant.
The number of full Warrant  Shares which shall be issuable  upon the exercise of
this Warrant shall be computed on the basis of the  aggregate  number of Warrant
Shares purchasable on exercise of this Warrant so presented.  If any fraction of
a Warrant Share would,  except for the provisions of this Section 8, be issuable
on the exercise of this Warrant,  the Company shall,  at its option,  (i) pay an
amount in cash equal to the Exercise  Price  multiplied by such fraction or (ii)
round the number of Warrant Shares issuable, up to the next whole number.

        9.  NOTICES.  Any and all notices or other communications  or deliveries
hereunder  shall be in writing and shall be deemed  given and  effective  on the
earliest of (i) the date of  transmission,  if such notice or  communication  is
delivered  via  facsimile at the facsimile  telephone  number  specified in this
Section,  (ii)  the  business  day  following  the date of  mailing,  if sent by
nationally recognized overnight courier service, or (iii) upon actual receipt by
the party to whom such notice is required to be given.  The  addresses  for such
communications shall be: (1) if to the Company, to 54 Village Centre, Suite 300,
Mississauga,  Ontario  L4Z 1V9,  Canada  or to  Facsimile  No.:  (905)  277-9506
Attention:  President, or (ii) if to the Holder, to the Holder at the address or
facsimile  number  appearing  on the Warrant  Register or such other  address or
facsimile  number as the Holder may  provide to the Company in  accordance  with
this Section 9.

                                       6
<PAGE>

        10.  WARRANT AGENT.

            (a)  The Company  shall serve as warrant  agent under this  Warrant.
Upon  thirty  (30) days'  notice to the  Holder,  the  Company may appoint a new
warrant agent.

            (b)  Any corporation into which the Company or any new warrant agent
may be merged or any corporation  resulting from any  consolidation to which the
Company or any new warrant  agent shall be a party or any  corporation  to which
the  Company  or  any  new  warrant  agent  transfers  substantially  all of its
corporate trust or shareholders  services  business shall be a successor warrant
agent under this Warrant  without any further act.  Any such  successor  warrant
agent shall  promptly  cause  notice of its  succession  as warrant  agent to be
mailed (by first class mail, postage prepaid) to the Holder at the Holder's last
address as shown on the Warrant Register.

        11.  MISCELLANEOUS.

            (a) This Warrant shall be binding on and inure to the benefit of the
parties  hereto and their  respective  successors  and permitted  assigns.  This
Warrant may be amended only in writing signed by the Company and the Holder.

            (b)  Subject to Section 11(a), above,  nothing in this Warrant shall
be construed to give to any person or corporation other than the Company and the
Holder any legal or equitable  right,  remedy or cause under this Warrant;  this
Warrant  shall be for the sole and  exclusive  benefit  of the  Company  and the
Holder.

            (c)  This Warrant shall be governed by and construed and enforced in
accordance with the internal laws of the State of New York without regard to the
principles of conflicts of law thereof.

            (d)  The headings herein are for convenience only, do not constitute
a part of this  Warrant  and shall  not be deemed to limit or affect  any of the
provisions hereof.

            (e)  In case any one or more of the provisions of this Warrant shall
be invalid or unenforceable in any respect,  the validity and  enforceability of
the  remaining  terms and  provisions  of this  Warrant  shall not in any way be
affected or impaired thereby and the parties will attempt in good faith to agree
upon a valid and enforceable provision which shall be a commercially  reasonable
substitute  therefor,  and upon so agreeing,  shall  incorporate such substitute
provision in this Warrant.



                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
                            [SIGNATURE PAGE FOLLOWS]




                                       7



        IN WITNESS  WHEREOF,  the  Company  has caused  this  Warrant to be duly
executed by its authorized officer as of the date first indicated above.


                                   IVP TECHNOLOGY CORPORATION



                                   By:
                                        -----------------------------

                                   Name:     John Maxwell
                                        -----------------------------

                                   Title:    President
                                          ---------------------------



                                       8

<PAGE>
                          FORM OF ELECTION TO PURCHASE

(To be executed by the Holder to exercise the right to purchase shares of Common
Stock under the foregoing Warrant)

To IVP TECHNOLOGY CORPORATION

        In  accordance  with the Warrant  enclosed with this Form of Election to
Purchase,  the undersigned hereby  irrevocably elects to purchase  [___________]
shares of Common  Stock  ("Common  Stock"),  $.001 par value per  share,  of IVP
Technology  Corporation and encloses herewith  $________ in cash or certified or
official bank check or checks, which sum represents the aggregate Exercise Price
(as defined in the  Warrant)  for the number of shares of Common  Stock to which
this Form of Election to Purchase  relates,  together with any applicable  taxes
payable by the undersigned pursuant to the Warrant.

        The  undersigned  requests  that  certificates  for the shares of Common
Stock issuable upon this exercise be issued in the name of

                                       PLEASE INSERT SOCIAL SECURITY OR

                                       TAX IDENTIFICATION NUMBER


                                       -----------------------------------------


--------------------------------------------------------------------------------
                        (Please print name and address)

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


        If the  number of shares of Common  Stock  issuable  upon this  exercise
shall not be all of the shares of Common Stock which the undersigned is entitled
to purchase in accordance with the enclosed  Warrant,  the undersigned  requests
that a New Warrant (as defined in the Warrant)  evidencing the right to purchase
the shares of Common  Stock not  issuable  pursuant  to the  exercise  evidenced
hereby be issued in the name of and delivered to:


--------------------------------------------------------------------------------
                        (Please print name and address)

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------




Dated:            ,               Name of Holder:
      ------------  ----

                                       (Print)
                                              ----------------------------------

                                       (By:)
                                              ----------------------------------

                                (Name:)
(Title:)
                                (Signature must conform in all respects to  name
                                of  holder  as  specified  on  the  face  of the
                                Warrant)


                                       9



           [To be completed and signed only upon transfer of Warrant]


        FOR VALUE RECEIVED,  the undersigned hereby sells, assigns and transfers
unto  ________________________________  the  right  represented  by  the  within
Warrant  to  purchase  ____________  shares  of Common  Stock of IVP  Technology
Corporation  to which the within Warrant  relates and appoints  ________________
attorney to transfer said right on the books of IVP Technology  Corporation with
full power of substitution in the premises.

Dated:

---------------, ----

                                ------------------------------------------------
                                (Signature must conform in all respects to  name
                                of  holder  as  specified  on  the  face  of the
                                Warrant)


                                ------------------------------------------------
                                Address of Transferee


                                ------------------------------------------------

                                ------------------------------------------------


In the presence of:


--------------------------


                                       10