EXHIBIT 10.7

                    BETWEEN Hewlett-Packard (Canada) Ltd.
                     AND Advanced Interactive Canada Inc.


This Solutions Partner Agreement is entered into between Hewlett-
Packard (Canada) Ltd., incorporated under the laws of Canada and
having a principal place of business located at 5150 Spectrum
Way, Mississauga, Ontario L4W 5G1 ("HP") and Advanced Interactive
Inc., incorporated under the laws of the State of Nevada and
having a principal place of business located at #2101 - 1177 West
Hasting Street, Vancouver, B.C., V6E 2K3 ("Solutions Provider").

1.  SCOPE

    a)  HP manufactures and markets various computer, computer
        peripheral, computer management software tools, software
        development tools, and instrumentation products (HP
        Products).  Solutions Partner develops and/or markets
        computer software products and associated support services
        as part of an integrated solution (including HP hardware
        products) that is remotely managed via the Internet (the
        "Solution"), satellite, or telecommunications. Solutions
        Partner agrees to market the Solutions Partner above
        integrated solution to users of HP Products, and HP agrees
        to assist Solutions Partner in this marketing program, to
        the extent set forth in this Agreement.

    b)  HP and Solutions Partner are not agents or legal
        representatives of each other and have no power or authority
        to represent, act for, bind or commit each other with
        respect to any products.  Neither execution nor performance
        of this Agreement shall be construed to have established any
        joint venture or partnership.

    c)  HP and Solutions Partner agree that the Solutions Partner
        will only market and sell the software portion Solution to
        end user customers (including the SchoolWeb Caching Server)
        to its customers exclusively on HP products, both
        domestically and internationally, where HP products are made
        available for the Solution. HP will use commercially
        reasonable efforts to have international subsidiaries make
        HP products available for the Solution, but HP cannot
        guarantee that such products will be made available.  HP
        agrees to provide marketing assistance to Solutions Partner
        through its Business Development and Sales force in Canada.
        Marketing assistance will primarily consist of appointing an
        account manager to:  list the Solution as part of HP's
        portfolio of products and services targeted at the Education
        market; assist Solutions Partner in developing marketing
        strategies; and to list Solutions Partner on HP's internal
        web-sites for third party applications.  Outside of Canada,
        the HP account manager will act as a liaison to assist
        Solutions Partner in developing similar relationships with
        other HP entities.

    d)  The provision contained in Section 1.c) above to sell
        software exclusively on HP products shall not apply to any
        sales of software directly resulting from written quotations
        to customers which were issued in the sixty (60) day period
        preceding the effective date of this Agreement.

2.  Solutions Partner RIGHTS AND OBLIGATIONS

    a)  Solutions Partner agrees to work exclusively with HP for the
        provisioning of infrastructure products that include Intel-
        based HP NetServers, notebook computers (HP OmniBook), and
        palmtop devices (HP Jornada) as part of its integrated
        solutions.

    b)  Solutions Partner will provide to HP a Business Plan that
        includes, but is not limited to outlining, the international
        locations (countries) where it plans to deploy the
        integrated solution that will require support of the HP
        hardware products deployed as part of this integrated
        solutions offering.

    c)  Solutions Partner commits to develop ongoing enhancements
        that extend and enrich the competitive capabilities of its
        integrated solutions offering, and to collaborate with HP
        (and/or any HP-designated solutions resource working on HP's
        behalf) to expand the Solutions applicability to other
        target markets.

    d)  Solutions Partner must offer support services to end-users
        for the Solution. Support services for HP hardware products
        must be provided by an HP approved support provider.  Such
        support will include providing updates to software, fixing
        any bugs, and ensuring that any issues related to HP
        hardware, or other solution components that it is made aware
        of, are communicated to HP or the appropriate support
        resource, as outlined in a Customer Services Agreement (CSA)
        or Services Level Agreement (SLA). [does this paragraph mean
        that HP is responsible for hardware support?]

    e)  Solutions Partner will consider HP Technology Finance (HPTF)
        as its preferred Leasing partner, (as determined by
        international geography)Solutions Partner.

    f)  Solutions Partner shall not make any claims about HP or its
        Products, other than those based on current information
        published by HP, and Solutions Partner shall not use HP's
        name except as the hardware manufacturer.

    g)  From time to time, HP may authorize Solutions Partner, in
        writing, to use one or more designated HP trademarks,
        logotypes, trade names and insignias (HP Marks).  Solutions
        Partner is authorized, upon HP's execution of this
        Agreement, to use the HP Mark known as the HP Channel
        Partner Insignia.  Solutions Partner may use HP Marks solely
        in connection with the marketing of the Solutions Partner
        solutions, which are to be integrated with and delivered on
        HP hardware, covered by this Agreement.  Any use of the HP
        Marks must be in good taste, in a manner that preserves
        their value as HP Marks, and in accordance with all
        standards and guidelines provided by HP for their use.
        Solutions Partner shall not use any HP Mark or symbol in a
        way that may imply that Solutions Partner is an agency or
        branch of HP.  Upon HP's request, Solutions Partner will
        discontinue the use of any HP Mark or symbol.  Any rights or
        purported rights in any HP Marks acquired through Solutions
        Partner's use belong solely to HP.  All rights to use HP
        Marks will cease upon expiration or termination of this Agreement.

    h)  Solutions Partner certifies that any information provided to
        HP in writing, including descriptions of the Solutions
        Partner integrated solution portfolio, is true and accurate.
        Solutions Partner hereby authorizes HP to contact any
        references provided to HP.  Solutions Partner agrees to
        furnish HP with any other specific information reasonably
        requested by HP in furtherance of this Agreement.  Solutions
        Partner further agrees that HP has no obligation to treat as
        confidential any materials, information or documents
        submitted to it by Solutions Partner, which are not
        submitted pursuant to a separately executed confidential
        disclosure agreement.

    i)  Solutions Partner will be responsible for ensuring that
        proper notice of any existing copyright or other proprietary
        right in the Solution and associated documentation or
        training manuals properly appear thereon.

3.  HP RIGHTS AND OBLIGATIONS

    a)  HP commits to supply hardware products and associated
        support services, either from an HP authorized reseller or
        directly from HP, as determined by each local HP entity
        which supports the geography in which the end user is
        located or as may be outlined in any applicable agreements
        with the Solutions Partner. This Agreement to supply and
        service HP products may vary, depending on the international
        geography in which the said services are to be executed,
        subject to prevailing rules associated with non-resident
        suppliers in that region.

    b)  HP agrees, from time to time, to provide the Solutions
        Partner with marketing materials including white papers,
        brochures, flyers, and data or spec sheets describing HP
        Products, in order to assist the Solutions Partner in
        positioning and marketing their integrated solution.

    c)  HP will use commercially reasonable efforts to provide
        Solutions Partner with an introduction to customers and
        prospects, in the defined vertical markets related to the
        Solutions Partner's integrated solutions. This may include
        executive-level presentations, joint marketing
        communications, and/or participation in conferences, trade
        shows, and other prospect-facing initiatives.

    d)  HP Technology Finance (HPTF) shall have the first right to
        provide competitive and responsive Leasing quotations and/or
        services to the Solutions Partner as a valued business
        partner, where appropriate, as determined by international
        geography

    e)  HP agrees to describe the Solutions Partner and the
        Solutions Partner's integrated solution offering in PR,
        publications, including product literature, electronic
        catalogs or databases, which may also describe similarly
        situated products and services from other solutions
        partners. Solutions Partner agrees that HP may publish or
        otherwise use any non-confidential information submitted by
        Solutions Partner in order to achieve this purpose. HP will
        make reasonable efforts to ensure that the materials and
        descriptions related to the Solutions Partner's integrated
        solutions, as provided for communications purposes, are
        accurate based on available information. Upon expiration or
        termination of this Agreement, HP may immediately
        discontinue distributing such information.

    f)  HP may provide demo/development equipment to Solutions
        Partner, which if so provided, will be subject to the terms
        of the Demo/Development Agreement.

4.   REPRESENTATIONS AND WARRANTIES

    a)  Solutions Partner warrants it owns or has the legal right to
        distribute the Solutions Partner applications, tools,
        products, and all portions thereof which are or will form
        part of the Solution.

    b)  Solutions Partner further warrants that the Solutions
        Partner's integrated solution, and all portions thereof,
        either alone or in connection with an HP system, do not
        infringe or violate any patent, copyright, trademark, trade
        secret, or other proprietary right of any third party.

    c)  To the best of its knowledge, each party warrants that its
        performance of its obligations under this Agreement does not
        conflict with any other agreement between it and a third party.

    d)  Solutions Partner represents and warrants that it
        is not currently a party to, nor will it during the term of
        this Agreement, enter into a similar agreement with a
        company which HP considers to be a competitor of HP, in HP's
        sole discretion acting reasonably, and which agreement
        requires Solutions Partner to promote an HP competitor as
        the preferred hardware provider of Solutions Partner products.

    e)  Solutions Partner owns or has the right to distribute the
        integrated solution described herein and has the right to
        make it available to HP for evaluation and, if mutually
        agreeable, to distribution by and/or through HP.

    f)  Each party hereby agrees to defend and indemnify the other
        party for any alleged infringement of Intellectual Property
        Rights of a third party based on materials provided or
        supplied by that party hereunder.

5.  TERM AND TERMINATION

    a)  This Agreement shall terminate exactly one year from its
        effective date unless terminated earlier as provided below.
        It is anticipated by the parties that the specific Solutions
        Partner integrated solution included within this Agreement
        may change during the one year term but such changes shall
        not effect this Agreement's termination date.

    b)  HP may terminate any Exhibit or this entire Agreement, at
        any time for any reason or for no reason, upon 60 (sixty)
        days written notice to Solution Provider.

    c)  Solution Provider may terminate any Exhibit or this entire
        Agreement, at any time for any reason or for no reason, upon
        180 (on hundred and eighty) days written notice to HP.

    d)  In addition to any other remedies unavailable at law, HP may
        terminate this Agreement on 10 days prior written notice
        where Solutions Partner is in breach of its obligations set
        out in Sections 1.c and 2.a of this Agreement.

    e)  Upon expiration, HP may extend this Agreement for
        successive one year terms upon thirty (30) days written
        notice prior to the expiry date.

6.  LIMITATION OF LIABILITY

Except for claims of intellectual property infringement or
breach of confidentiality obligations, in no event shall
either party be liable to the other for consequential,
incidental or special damages arising from any claim or
action, incidental or collateral to, or directly or indirectly
related to or in any way connected with, the subject matter of
this Agreement whether based on contract, tort, statute,
implied duties or obligations or other legal theory.

7.  GENERAL

    a)  Neither party will be liable for performance delays or for
        non-performance, due to causes beyond its control.

    b)  Neither party may amend this Agreement or assign or
        transfer any rights or obligations hereunder without prior
        written consent of the other party.

    c)  Neither party's failure to enforce any provision of this
        Agreement will be deemed a waiver of that provision or of
        the right to enforce it in the future.

    d)  Solutions Partner  will conduct all its activities
        relating to its business with HP in accordance with the
        highest standards of ethics and fairness as well as in
        compliance with applicable law.  HP may immediately
        terminate this Agreement if Solutions Partner  fails to do so.

    e)  This Agreement shall be governed in accordance with the laws
        of the Province of British Columbia and, as applicable, Canada.

    f)  To the extent that any provision of this Agreement is
        determined to be illegal or unenforceable, the remainder of
        the Agreement will remain in full force and effect. The
        offending provision will be deemed amended by the parties so
        as to make it enforceable and to the extent possible, have
        consequences which are substantially the same as what was
        intended by the parties.

    g)  Choice of Language. The parties acknowledge that they have
        requested and are satisfied that this Agreement be drawn up in
        the English language.  Les parties aux pr,sentes reconnaissent
        que chacune d'elle a exig, que cette Annexe soit r,dig,e en
        anglais, et s'en d,clarent satisfaites.

    h)  All notices that are required under this Agreement will be
        in writing and will be considered given as of twenty-four
        (24) hours after sending by electronic means, facsimile
        transmission, overnight courier, or hand delivery, or as of
        five (5) days of certified mailing and appropriately
        addressed to

                    Solutions Partner :  HP:
                    Hewlett-Packard (Canada) Ltd.
                    5150 Spectrum Way
                    Mississauga, Ontario
                    L4W 5G1,  Canada
                    Attention: Contracts Manager

    i)  This Agreement constitutes the entire understanding between
        HP and  Solutions Partner , and supersedes any previous
        communications, representations or agreements between the
        parties, whether oral or written, regarding transactions
        hereunder.  Solutions Partner 's additional or different
        terms and conditions will not apply.

    j)  This Agreement shall remain in full force and effect in the
        event of any sale, whether in whole or in part, merger,
        consolidation or other re-organization of Solution Provider,
        or in the event of any significant change in management
        control of Solution Provider's operations.

    k)  Solutions Partner agrees, by signing below, that Solutions
        Partner has read and agrees to all provisions contained in
        this Agreement.

8.  ATTACHMENTS

     The following attachments form part of this Agreement:



                  Effective the 8th day of March, 2002

AUTHORIZED SIGNATURES:


Solutions Partner


Advanced Interactive Inc.                       Hewlett-Packard (Canada) Ltd.


/s/ Karim Lakhani                               /s/ Jim Ranalli
Karim Lakhani                                   Jim Ranalli
President                                       Senior Contracts Consultant