Filed by Automated Filing Services Inc. (604) 609-0244 - Alternet - Exhibit 4.1







 EXHIBIT 4.1 

 LETTER AGREEMENT 

 FOR 

 GRANT OF TECHNOLOGY LICENSE 

 This Agreement, made on October 15 2004, between Solflex Energy
  Development Corp. ( hereinafter “ Licensor ”) and Alternet Systems
  Inc. ( hereinafter “ Licensee ” ). 

 WITNESSETH 

 In consideration of the mutual promises hereinafter made by
  each to the other, Licensor and Licensee agrees as follows 

 1. GRANT OF LICENSE 

  The Licensor herby grants the licensee an exclusive license for North America
  and South America to sell the licensor’s proprietary solar panel. The Licensor
  also grants the Licensee an Option to complete a merger of both companies, on
  mutually agreeable terms, for a period of 12 months from signing of the License
  Agreement. 

 2. PAYMENT TO LICENSOR  

  Licensee will pay licensor $1.20 US per watt sold. Licensee will commit to invest
  in equity of Solflex: 

 A). $170,000 currently held in trust by Solflex, within 14
  days of signing License agreement 

 B). $330,000 on Nov 15 , 04 towards payment of machine and
  operation and manufacturing when delivered to Solflex office in Richmond B.C.


 The payment of the above $500,000 will be the consideration
  for the purchase of a 25% undiluted voting shares for an equity position in
  Solfex, and the granting of the License and Option. 

 3. PERFORMANCE  

  Licensee will sell a minimum $1,000,000 in solar panels within 2 years of commencement
  of commercial production of the Solflex solar panels, to maintain license in
  good standing. After minimum sales target is achieved Licensee will be granted
  5 year licenses renewable at the licensee’s discretion. 

 4. MISCELLANEOUS  








 All sales and marketing expenses in North America and South
  America incurred by license are the sole responsibility of Licensee. 

 The Licensee also would have first right of refusal to acquire
  any licenses for this technology that were granted previous to this agreement,
  that are lapsed or in breach of contractual obligations. 

 The Licensee would have the option to production/manufacturing
  of the solar panels under this license, if the Licensor cannot meet the demand
  of the Licensee. The Licensor would receive a royalty of 10 % of the selling
  price of solar panels under this arrangement. 


4. NOTICES 



All notices hereunder shall be effective if sent by certified mail, postage prepaid to the following addresses.


	If to the Licensee:	Alternet Systems Inc.
	 	Ste 610-815 West Hastings Street
	 	Vancouver B.C V6C1B4
	 	 
	 	 
	If to the Licensor:	Solflex Energy Development Corp.
	 	109-3551 Viking Way
	 	Richmond B.C. V6V 1W1


 5. ENTIRE AGREEMENT  

  This Agreement sets forth the entire agreement between the parties hereto and
  cannot be amended, modified or changed orally. 

 6. LAW  

  This agreement is governed and construed under the laws of the province of British
  Columbia and any action brought by either party to enforce or interpret this
  agreement shall be brought in an appropriate court in the province of British
  Columbia. 

 7. ARBITRATION  

  The Licensee and Licensor shall act in good faith and utilize their best efforts
  to resolve any disputes arising in connection with this agreement. All disputes
  which are not so resolved shall be finally settled under and in accordance with
  the current Arbitration Act in effect in British Columbia, Canada. 








In case of any litigation between these two parties, it is hereby agreed that the prevailing party shall be entitled to recover all associated legal fees.


 IN WITNESS WHEREOF, the parties hereto have hereunder signed their names as
  hereinafter set forth. 



	Alternet Systems Inc	 	Solflex Energy Development Corp.
	 
	 	 	
	 
	 	 	
	 
	 	 	
	 
	Authorized Signatory	 	Authorized Signatory
	 
	Mike Dearden	 	Karl Arsh Achs