EXHIBIT 10.71

                                       ivp
                                   technology

                                                                   June 16, 2003

Mr. Peter Turk,
President
ePocket Inc.
257 Adelaide Street West, 6th Floor
Toronto, Ontario

                                LETTER OF INTENT

      The intent of this letter  ("letter") is to summarize  recent  discussions
between  the  management  of  ePocket  Inc.  ("ePocket"  or  "Vendor")  and  IVP
Technology  Corporation  ("IVP")  together (the "Parties") with respect to IVP's
proposal to acquire a minimum of 5% of the issued share  capital of ePocket Inc.
which for greater  certainty will be equivalent to CAD 300,000.  Therefore,  the
principal  purpose of this letter is to document  the terms,  in general,  under
which the  transaction  would take place subject to due diligence on the part of
the Parties, the approval of the Parties' board of directors;  and any agency in
the  United  States  that  may  have  a  regulatory  interest  in  the  proposed
transaction.

      It is  understood  by  both  parties  that  in the  preparation  of  legal
agreements  that will give effect to this  transaction  certain  arrangements to
maximize  the tax  benefit  or other  benefits  to both  parties  may need to be
undertaken.  Each of IVP and e Pocket will undertake to accommodate each other's
requirements  to the fullest  extent  possible  provided  however  that  neither
company will knowingly fail to comply with any regulation or statute in the US.

                         PRINCIPAL TERMS AND CONDITIONS

      The principal terms and conditions for the proposed  purchase of a minimum
of 5% of ePocket Inc are:

      o   An executed share  subscription  agreement and shareholders  agreement
          for CAD 300,000 funds for which shall be obtained as follows:

          -   IVP will cause the issuance of a share  certificate for 10 million
              shares of IVP Technology Corporation which will be in unregistered
              form in the name of ePocket Inc.

          -   IVP  will  seek to  register  the 10  million  shares  at its next
              available  registration'  opportunity which will likely be an SB 2
              filing in late August 2003.


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          -   Once  registered  the shares will be placed in to an escrow  agent
              account  whereby  shares  will be sold  into  the open  market  to
              generate  funds  which  will be used to pay  amounts  related to a
              share subscription agreement to be signed.

          -   The share  subscription  agreement shall call for funds to be paid
              from the sale of IVP  Technology  shares or from other  sources if
              available.

          -   Once the minimum  amount of funds  required to complete  the share
              subscription  agreement  has been  raised  - on terms as  mutually
              agreed, IVP may increase its shareholding in ePocket if it appears
              that the  allotment  of the 10  million  shares for  ePocket  will
              generate additional funds. If IVP determines that it does not wish
              to purchase additional shares in ePocket the remaining shares from
              the escrow  agent will be  returned  to IVP for  cancellation  and
              rescission.

      o   ePocket and IVP will enter into a modified  technology  joint  venture
          and marketing  agreement  which will include a  development  agreement
          whereby IVP will develop for use with the ePocket  software a wireless
          phone application for ePocket's electronic cash process - the terms of
          the  development  agreement  shall be negotiated  separately  from the
          equity purchase  agreement provided that the investment will not occur
          if the terms of the development and technology joint venture agreement
          are not satisfactory to both parties.

II.  LOCK UP AND CONFIDENTIALITY

      It is hereby  expressly  agreed that ePocket and any of its  shareholders,
managers or advisors will not engage in a process of seeking a similar agreement
with  another  technology  company  until the earlier of  September  15, 2003 or
cessation of negotiations.

III. ASSUMED CLOSING DATE:

     June 30, 2003

IV.  CONDITIONS:

     The purchase of ePocket  shall be subject to due  diligence by both parties
and their respective agents and the approval of the Parties' board of directors.

     SHARES:  The  common  shares  provided  as  partial  consideration  in this
transaction  will be  subject  to rule 144 of the SEC  until  such  time as they
become registered by reference to an SEC registration filing.

     CONFIDENTIALITY:  IVP and ePocket  will  undertake  to use every  effort to
maintain the  confidential  nature of the proposed  transaction  pending  mutual
agreement as to any  announcement  and the terms of the existing  Non-Disclosure
Agreement  dated May 21,  2003  shall  remain in full  force and  effect.  It is
acknowledged  that IVP may have to disclose the pending  purchase as a result of

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SEC  requirements.  If  disclosure  is  required,  the parties will make a joint
announcement  approved by both parties and their respective counsel. IVP further
undertakes not to initiate any  conversations or contacts with competitors prior
to closing the acquisition of ePocket.

     LITIGATION:  To the  best of  knowledge  of IVP and  ePocket,  there  is no
action,  claim or demand or other  proceedings  pending or threatened before any
court or other  administrative  agency,  which would  materially  and  adversely
affect ePocket or IVP.

     CONDUCT:  An  undertaking  by  ePocket  that,  pending  the  closing of the
transaction  contemplated herein,  ePocket shall have conducted business only in
the ordinary course and there shall have occurred no Toronto, Ontario, M5H 1X9.

Dated this ___ 24th __________ day of _______ June _____ 2003.

EXECUTED:

IVP Technology Corporation                  ePocket Inc.




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