Exhibit 10(v)

i TELL, Inc.

7895 B Cessna Avenue
Gaithersburg, MD 20879
Phone: 301-590-1091 Fax:301-869-3019
E-Mail: INFO@i TELL.inc.com

                   SALE/PURCHASE/MANAGEMENT AGREEMENT PANAMTEL

This  Agreement is made this 29th day of  February,  2000 by and between i TELL,
Inc. a Delaware Corporation headquartered at 7895 B Cessna Avenue, Gaithersburg,
Maryland 20879,  represented by Mr. Sergio Ado (hereinafter  known as Buyer) and
Asociados Espada C.A., trading as Panamtel, located at Av. Ppal Beethoven, Torre
Financiera,  Piso 2, Ofic.  2-H, Urb, Bello Monte,  Caracas,  D.F. - Apod Postal
1050 Caracas  Venezuela  represented by Mr. Jorge Pocaterra Mejias  (hereinafter
known as Seller)

Whereas the seller  desires to sell and the Buyer desires to buy the business of
a certain  telecommunications  and marketing company known as Asociados,  Espada
C.A.,  trading as Panamtel  (hereinafter  known as the "Company")  inclusive all
assets thereof as contained in Schedule "A" attached hereto.

Whereas  the Buyer  requires  that the  Company  prove  it's  ability  to become
profitable. This is to be accomplished through a one (1) year trail in which the
Company  will be  managed  completely  by the  Buyer.  At  anytime,  at the sole
discretion of the buyer, the buyer may choose to fully execute this contract and
take immediate control of the Company.

The parties  hereto agree and covenant  that the purchase of the Company will be
effected one (1) year and one (1) day, from the date of this agreement under the
terms and conditions listed below. For the period of one (1) year and (1) day, i
TELL,  Inc.,  will be in full  management  control  of the  Company  with i TELL
providing all required financial,  management, marketing and operational support
to insure  the  success  of this  business  venture  and the  ultimate  sale and
purchase  of  the  Company.  During  this  one  (1)  year  period  i  TELL  will
continuously  evaluate  the  performance  of the  Company  while  utilizing  all
standard  business  practices  as deemed  necessary to insure the success of the
Company.   At  the   successful   completion  of  this  one  year  trial,   this
Sales/Purchaser/Management Agreement will be put into full force and effect with
i TELL paying the agreed upon price as outlined  herein.  If this one year trial
is deemed by the buyer to be  unsuccessful  the Company  will be returned to Mr.
Jorge Pocaterra Mejias, as is, with no further  liabilities or  responsibilities
to any of the parties involved. During this one (1) trial period, it will be the
responsibility of the Company,  with the full financial and operational  support
of i TELL, to reverse the current business looses of the Company,  and to return
the Company to the status of  profitability.  The terms and  conditions  of this
trial  period,  which will lead to the ultimate sale and purchase of the Company
are as follows:

1.   i TELL, Inc., upon the completion of this Sale/Purchase/Management contract
     will  immediately  assume  full  management  control of the  Company.  This
     management agreement will be in full force and effect for the period of one
     year,  in  which  the  performance  of the  Company  will  be  continuously
     evaluated, under the following terms and conditions:

     a.   All  personnel  of the  Company  are to  remain  on  staff  and in the
          positions in which they now


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          occupy under the general terms and conditions of their existing and/or
          assumed employment contracts, as required by the Central Government.

     b.   A Chief of Operations  Officer will  immediately be deployed by i TELL
          and integrated  into  management  supervision  of all staff  functions
          within the home office  operations  of the  Company.  All  operational
          controls will be assumed by i TELL.

     c.   Marketing and Sales will come under the direct  supervision of i TELL,
          with all marketing and sales goals and objectives being established by
          i TELL.  Monthly  Marketing and Sales  reviews will be conducted  with
          performance  reviews  for  all  Marketing  and  Sales  personnel.  All
          marketing and sales are to be  standardized  and  accomplished  by the
          existing  staff,  in a  concentrated  effort  to  expand  the lines of
          business and create profitable cash flows..

     d.   The  CFO of i TELL  will  manage  all  Accounts  Receivable,  Accounts
          Payable and Payroll.  All financial matters concerning  funding,  cash
          management,  stock, hedging,  accounting and reporting will be assumed
          by i TELL. Exiting staff will be utilized to facilitate all accounting
          and reporting  functions of the Company.  Immediately  upon closing of
          this  Sales/Purchase/Management  Agreement,  the Buyer will  establish
          Monthly.   Quarterly  and  Annual   operating   budgets  and  standard
          accounting procedures.  All budgetary  considerations,  guidelines and
          funding  requirements  of the Company,  deemed  appropriate by i TELL,
          will be authorized, supported and allocated by i TELL.

     e.   The current  contracts for service and  equipment  will remain in full
          force and effect.  Normal and  customary  business  practices  will be
          maintained to the highest possible standards. All leases, rentals, and
          mortgages  of the Company  will remain in full force and effect  until
          such time as the  corporation  deems it necessary to make  appropriate
          changes as agreed.

2.   It will be the  responsibility  of the  Company  to  reverse  all  negative
     business trends and correct the financial shortfalls of the business of the
     Company under the following terms and conditions.

     a.   Mr. Jorge  Pocaterra  will remain  President of th Company and will be
          responsible   to   insure   the    successful    transition   of   the
          Telecommunications  business in Venezuela from the current position of
          Central  Government   control  to  the  Private  Markets.   Among  the
          responsibilities of the President will be to insure the maintenance of
          all licenses and permits  necessary to do the ordinary business of the
          Company,  while doing all that is additionally  required to expand the
          licensing  of the company as directed by i TELL in making every effort
          to reverse the Company's existing problems.

     b.   All  accounting  staff will remain and report to the CFO of i TELL for
          all ordinary  business and  financing of the Company.  All cash flows,
          expenses,  and required funding will be the  responsibility of i TELL.
          c. All  Marketing  and Sales  staff  will  remain  in their  positions
          reporting  directly  to the  COO.  It  will be the  responsibility  of
          Marketing  and Sales to build the volume of business of the Company as
          outline  by i TELL.  Corporate  objectives  and sales  quotes  will be
          clearly outlined.

     d.   All  Technical  and  Engineering  staff will  remain in their  current
          positions  and it will be the  responsibility  of i TELL to deploy all
          additional equipment necessary to expand the network capacities of the
          Company to meet the corporate objectives as implemented by i TELL

     e.   General and  Administrative  expenses  will be reviewed  and  adjusted
          according to the budget guidelines  imposed by the CFO and approved by
          the CEO.

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3.   The Company must prove its ability to make its business profitable and once
     there is proof of performance  and  documentary  evidence of the growth and
     profitability of the business of the Company, i TELL will at the end of the
     term of one (1) year execute the following  settlement  for the purchase of
     Company:

     a.   At the acceptance and execution of this contract,  i TELL,  Inc., will
          cause to be placed in escrow. Two Hundred Thousand (200,000) shares of
          the publicly traded stock of BroadBAND Wireless  International  (BBAN)
          currently  priced by the United  States  Market Makers at a total Book
          value  in  excess  of  $600,000,000  with an  individual  share  value
          averaging above $6.00 per share.

     b.   At the successful completion of this trial period, within the one year
          time  period  or  sooner at the sole  option  of the  buyer,  as total
          consideration for the purchase of the Company. i TELL will transfer to
          the Company,  the 200,000 shares of the publicly traded stock of BBAN.
          c.  Immediately  upon receipt of the BBAN Stock,  the Company promises
          and agrees to convey to i TELL all goods, clear, and marketable titles
          to all  the  property  to be  sold  hereunder,  the  same  to be  sold
          hereunder the same to be free and clear of all liens and encumbrances.
          Full  possession  of said  property  will  be  delivered  in the  same
          condition that it is now,  reasonable  wear and tear  expected.  Until
          conveyance  of all real  properties  to Buyer,  the  Seller  agrees to
          maintain the existing insurance policies,  in accordance with industry
          standards for all said property.

     d.   Immediately  upon receipt of the BBAN Stock,  the Company  promises to
          convey  to i TELL all  existing  bank  accounts,  all  cash  accounts,
          accounts  receivable,  accounts payable,  all inventory and all vendor
          contracts at the time of closing..

     e.   Immediately  upon receipt of the BBAN Stock,  the Company  promises to
          convey all licenses and permits to i TELL.

     f.   This Agreement  supercedes any/all prior agreements,  written or oral.
          g. All of the terms,  representations  and warrantie shall survive the
          closing.  This  Agreement  shall bind and inure to the  benefit of the
          Seller  and  the  Buyer  and  their   respective   heirs,   executors,
          administrators,  successors  and  assigns.  If  this  agreement  shall
          contain any term or provision which shall be invalid or against public
          policy or if the  application  of same is invalid  or  against  public
          policy,  then the  remainder of this  Agreement  shall not be affected
          thereby and shall remain in full force and effect.

IN WITNESS  WHEREOF,  the  parties  hereto have  caused  this  instrument  to be
executed  on the day and year  fist  above  written  and that the  buyer and the
seller mutually agreed that this agreement is govern under the laws of the State
of Delaware, U.S.A. This constitutes the whole and entire agreement.

SELLER:                               BUYER:                     WITNESS:

/s/ Jorge Pocaterra Mejias            /s/ Sergio Ado

Mr. Jorge Pocaterra Mejias            Mr. Sergio Ado
Asociados Espada C.A.                 i TELL, Inc. U.S.A.

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