Exhibit 10.36

                               CORPORATE GUARANTY
                                    UNLIMITED



Century Business Credit Corporation
119 West 40th Street
New York, New York  10018


                       RE: BREAKING WAVES, INC. ("CLIENT")
                         SHOPNET.COM, INC.("GUARANTOR")


Gentlemen:

     In order to induce  you to enter  into a  certain  Factoring  Agreement  or
Security Agreement (Account  Receivable-Financing)  or both, as the case may be,
dated August __, 2000 (the "Agreement") with the Client (hereinafter referred to
as the "Client")  and/or to induce you to refrain at this time from  terminating
said  Agreement  and/or  in  consideration  of  any  loans,  advances,  payment,
extensions  of  credit,  benefits  or  financial  accommodations  heretofore  or
hereafter  made,  granted or  extended  by you or which you have or will  become
obligated  to make,  grant or extend to or for the  account of the  Client,  the
undersigned Guarantor  (hereinafter referred to as the "Guarantor"),  guarantees
without deduction by reason of setoff, defense, or counterclaim of any party, or
loss of  contribution  from any  co-guarantor  hereunder or  otherwise,  the due
performance of all of the Client's  contracts and agreements  with you under the
Agreement  or  otherwise,  both  present  and future and any and all  subsequent
renewals, extensions, continuations,  modifications,  supplements and amendments
thereof,  and the prompt  payment to you with interest of any and all sums which
may be presently due and owing or which shall in the future become due and owing
to you from the Client.  This joint and several primary  liability shall include
but  not be  limited  to  any  and  all  existing  and  future  obligations  and
indebtedness of the Client, whether acquired by you by assignment,  transfer, or
otherwise,  and whether or not such  obligations  and  indebtedness  shall arise
under the  Agreement  or under any other  contract or  agreement or any renewal,
modification,  supplement or amendment  thereof,  or shall be  represented by or
payable under instruments of indebtedness or otherwise,  and whether or not such
obligations and indebtedness  shall be acquired by you from any concern which is
your parent or subsidiary or the  co-subsidiary  of your parent or for which you
may now or in the future act as a factor  and/or  lender,  and in addition,  the
Guarantor  shall be liable to you for attorney's  fees equal to fifteen  percent
(15%) of the unpaid  indebtedness  and  obligations of the Client to you, if any
claim hereunder is referred to an attorney for collection.

     The Guarantor hereby waives notice of acceptance  hereof and of all notices
and  demands  of any kind to which  the  Guarantor  may be  entitled,  including
without limitation,  notice of adverse change in Client's financial condition or
of any other fact which might materially increase the risk of the Guarantor; all
demands of payment on, and notice of  nonpayment,  protest  and  dishonor to the
Guarantor,  or the Client,  or the makers,  or  endorsers of any notes and other
instruments for which the Guarantor is or may be liable  hereunder.  All sums at
any time to the credit of the  Guarantor  and any  property of the  Guarantor in
your  possession  shall be deemed held by you as security for any and all of the
Guarantor's  obligations to you and to any company or companies which may now or
at any time be your parent or subsidiary,  or the  co-subsidiary of your parent,
no matter how or when  arising and whether  under this or any other  instrument,
agreement  or  otherwise.  The  Guarantor  further  waives  notice of and hereby
consents to any  agreement or  arrangements  whatever with the Client or any one
else including,  without  limitation,  agreements and  arrangements  for payment
extension, subordination,  composition, arrangement, discharge or release of the
whole or any part of said  obligations  or of said  indebtedness,  contracts  or
agreements  or other  guarantors,  or of the making of any election of rights or
remedies you may deem desirable under any Bankruptcy  Code, or for the change or
surrender  of any  and  all  security,  or  for  compromise,  whether  by way of
acceptance of part payment or of dividends or in any other way  whatsoever,  and
the same shall in no way impair the  Guarantor's  liability  hereunder.  Nothing
shall discharge or satisfy the liability of the Guarantor  hereunder  except the
full  performance  and payment of the said  obligations  and  indebtedness  with
interest.  The  Guarantor  expressly  waives any and all rights of  subrogation,
reimbursement, indemnity, exoneration, contribution or any other claim which the
Guarantor  may now or  hereafter  have  against  the Client or any other  person
directly or contingently liable for the obligations and indebtedness  guaranteed
hereunder,  or against  or with  respect to the  Client's  property  (including,
without limitation property  collateralizing its obligations and indebtedness to
you),  arising from the existence and  performance  of this guaranty  unless and
until all obligations and debts of client to you have been paid and performed in
full. Any and all present and future debts and  obligations of the Client to the
Guarantor  is hereby  postponed  in favor of,  and  subordinated  until the full
payment and  performance of, all present and future debts and obligations of the
Client to you except that (i) as long as no default  shall have  occurred and be
continuing  under the  Agreement and (ii) you have  consented to such  payments,
Client may pay and the Guarantor may receive  payments with respect to debts and
obligations  of the Client to the  Guarantor.  The Guarantor  agrees that if the
Client,  the  Guarantor  or  any  other  guarantor  should  at any  time  become
insolvent, or make a general assignment, or if a proceeding in bankruptcy or any
insolvency or  reorganization  proceeding  shall be filed or commenced by, or in
respect  of the  Client,  the  Guarantor  or any  other  guarantor,  any and all
obligations of the Guarantor  shall,  at your option,  forthwith  become due and
payable without notice. If you receive any payment or payments on account of the
liabilities guaranteed hereby, which payment or payments or any part thereof are
subsequently invalidated,  declared to be fraudulent or preferential,  set aside
and/or  required to be repaid to a trustee,  receiver,  or any other party under
any  bankruptcy  act or code,  state or federal  law,  common  law or  equitable
doctrine,  then to the  extent  of any  sum not  finally  retained  by you,  the
obligations of the Guarantor to you shall be reinstated and this Agreement shall
remain in full force and effect (or be  reinstated)  until the  Guarantor  shall
have made payment to you, which payment shall be due on demand.

     Your books and records showing the account between you and the Client shall
be admissible in evidence in any action or proceeding, shall be binding upon the
Guarantor for the purpose of establishing  the items therein set forth and shall
constitute prima facie proof thereof.  This instrument is and shall be construed
to be an absolute, continuing,  unconditional and unlimited guaranty of payment,
and shall  continue in full force and  effect,  until  terminated  by the actual
receipt  by you from the  Guarantor  by  registered  mail of  written  notice of
termination; such termination shall be effective on the ninetieth day after such
actual receipt by you and shall be applicable only to transactions  having their
inception  thereafter,  and rights and  obligations  arising out of transactions
having  their  inception  prior  to  such  termination  shall  not be  affected.
Termination by one or more guarantors  shall not affect the liability of such of
the guarantors as do not give such notice of termination. Guarantor acknowledges
that (i) no oral representations, including any representations to extend credit
or provide  other  financial  accommodations  to Client have been made by you to
induce  Guarantor to enter into this guaranty;  and (ii) any extension of credit
to the Client shall be governed solely by the provisions of the Agreement.

     This guaranty shall be enforceable  before or after proceeding  against the
Client or simultaneously  therewith,  and without recourse to any security,  and
shall  be  effective  regardless  of the  subsequent  incorporation,  merger  or
consolidation of the Client, or any change in the composition, nature, personnel
or location of the Client. This guaranty shall inure to and shall be enforceable
by you, any concern  which is or may at any time be your parent or subsidiary or
the  co-subsidiary  of your parent and your and their successors and assigns and
shall be binding upon the successors and assigns of the Guarantor. THE GUARANTOR
DOES  HEREBY  WAIVE  ANY  AND ALL  RIGHT  TO A TRIAL  BY JURY IN ANY  ACTION  OR
PROCEEDING BASED HEREON. THIS INSTRUMENT CANNOT BE CHANGED OR TERMINATED ORALLY,
AND SHALL BE GOVERNED, CONSTRUED AND INTERPRETED AS TO VALIDITY, ENFORCEMENT AND
IN ALL OTHER RESPECTS IN ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW YORK, THE
JURISDICTION  OF SUCH STATE'S COURTS BEING HEREBY  CONSENTED TO FOR ALL PURPOSES
IN CONNECTION HEREWITH.


Dated:  August 14, 2000



/s/_____________________                              SHOPNET.COM, INC.
Witness  Guarantor

                                                By: /s/Harold Rashbaum
                                                       HAROLD RASHBAUM
                                                       PRESIDENT

                                                       14 East 60th Street
                                                       Suite 402
                                                       New York, NY  10022


<PAGE>
STATE OF NEW YORK )
                  :   ss.:
COUNTY OF NEW YORK)

         On the 14th day of  August  2000,  before  me  personally  came  Harold
Rashbaum  to me known,  who being by me duly  sworn,  did depose and say that he
resides at 70-25 Yellowstone Blvd.,  Forest Blvd.,  Forest Hills, New York 11375
that he is the President of ShopNet.Com,  Inc. the corporation  described in and
which  executed  the  foregoing  instrument;  that (s)he  knows the seal of said
corporation;  that the seal affixed to said  instrument is such corporate  seal;
that it was so affixed by order of the board of  directors  of said  corporation
and that (s)he signed his/her name thereto by like order.



                                                     /s/________________________
                                                          Notary Public