HIGH FLYTE INTERNATIONAL LTD. IN TRUST

                                  The Licensor

                                      -and-

                            OPTIMA GLOBAL CORPORATION


                                  The Licensee


                                LICENCE AGREEMENT
                               -------------------


                         DOUGLAS, STEW ART & MORNINGSTAR
                             Barristers & Solicitors
                          55 King Street, Suite 400
                         St. Catharines, Ontario, Canada
                                     L2R 3H5

                        Canadian Corporate Solicitors for
                     HIGH FLYTE INTERNATIONAL LTD. IN TRUST


                         Attention: Mr. Mark F. Stewart





                                TABLE OF CONTENTS
                                                         Page
Parties and Recitals                                                          1

Article One: Interpretation
Section 1.01 Specific Definitions                                           2-4

Article Two: Grant of Licence
Section 2.01 Grant                                                            4
        2.02 Exclusive in the Territory                                       5
        2.03 Loss of Exclusive Rights                                         5


Article Three: Royalties and Payments
Section 3.01 Exclusive Territory                                            5-6
        3.02 Time and Manner of Quarterly Payments                          6-7
        3.03 Inspection or Audit                                            7-8


Article Four: Period of Licence
Section 4.01 Term                                                             8
        4.02 Renewal                                                          8

Article Five: Patent Applications
Section 5.01 Good Faith Negotiations                                          8

Article Six: Representations, Warranties and Covenants
Section 6.01 Licensor's representations, warranties
             & covenants                                                   9-10
        6.02 No other representations, warranties
             & covenants                                                     10
        6.03 Licensee's representations,
             warranties & covenants                                       10-11

Article Seven: Technology
Section 7.01 Technical information/Assistance
             from Licensor                                                   11

Article Eight: Confidentiality
Section 8.01 Confidentiality                                              11-12

Article Nine: Marketing
Section 9.01 Demand for Product in the Territory                          12-13
        9.02 Marketing Plan                                                  13

<PAGE>



Article Ten: Maintaining Exclusivity
Section 10.01 Annual Minimum Performance in the Territory                   13
        10.02 Consequences of Default in 2002 and thereafter              13-14

Article Eleven: Protection of Licenced Technology
Section 11.01 Infringement                                                   14
        11.02 Validity                                                       15
        11.03 Grey Market Sales                                              15
        11.04 Marking                                                        15
        11.05 Quality Control                                                15

Article Twelve: Licence Improvements
Section 12.01 Patent  Improvements  by Licensor                              15
        12.02 Patent  Improvements by Licensee or Affiliate               15-16
        12.03 Consultation with Licensor                                     16

Article Thirteen: Sample and Parts
Section 13.01 Purchase of Units from Licensee                                16

Article Fourteen: Non-Competition
Section 14.01 Non-Solicitation and Non-Competition                        16-17

Article Fifteen: Termination
Section 15.01  Termination by Licensor                                    17-18
        15.02  Termination by Licensee                                       18
        15.03 Force Majeure                                                  18
        15.04 Results of Termination or Expiry                            18-19

Article Sixteen: Insurance
Section 16.01 Disclaimer of Liability                                        19

Article Seventeen: General
Section 17.01 Governing Law                                                  19
        17.02 Arbitration                                                 19-20
        17.03 Notice                                                         20
        17.04 Assignment and Change of Control                            20-21
        17.05 Waiver                                                         21
        17.06 Funds                                                          21
        17.07 No Partnership                                                 21
        17.08 Severability                                                   21
        17.09 Counterparts                                                   21
        17.10 Facsimile                                                      21
        17.11 Successors and Assigns                                         21

<PAGE>

Signatures                                                                   22

Schedule "A" -Jurisdictions of Patent                                        23
Schedule "B" -Third Party Confidentiality & Ownership Agreement           24-26


<PAGE>




                               LICENCE AGREEMENT

This Agreement is made this 1 day of September,2000.

BETWEEN:


                         HIGH FLYTE INTERNATIONAL LTD.
                In trust, a company incorporated under the laws
                                  of Bermuda,


                   (hereinafter called the "Licensor")

                                     -and-



                           OPTIMA GLOBAL CORPORATION,
                   a Delaware public company having its head
                    office at 205 Worth A venue, Suite 201,
                          Palm Beach, Florida, U.S.A.

                      (hereinafter called the "Licensee")



     WHEREAS the Licensor is the trustee for the owner of certain new and useful
inventions and improvements  which includes  electronic scoring dart boards, and
intends to grant the  Licensee  an  exclusive  license in the  Territory  to all
right,  title and interest in and to U .S. Patent No.  5,486,007  issued January
23, 1996, and Continuation in Part No. 5,613,685 issued March 25, 1997, relating
to electronic scoring dart boards;


     AND  WHEREAS  the  Licensee  wishes to obtain an  exclusive  licence in the
Territory to manufacture,  market,  advertise,  sell or otherwise  distribute an
electronic scoring dart board (hereinafter defined as the "Licenced  Products"),
and a licence under the Licenced Patent and other  intellectual  property rights
of the Licensor for the Territory;


     AND WHEREAS the  Licensor  has full power and  authority to enter into this
Agreement;


     NOW  THEREFORE in  consideration  of the premises and the mutual  covenants
herein contained, the parties agree as follows:



<PAGE>



                                  ARTICLE ONE

                                 INTERPRETATION

1.01      Specific Definitions.  Whenever used in this Agreement,  including the
recitals  and  schedules  unless  there is  something  in the subject  matter or
context  inconsistent  therewith,  the following  words and terms shall have the
respective meanings ascribed to them as follows:

     (a) " Affiliate" of a person shall be  interpreted  broadly to apply to any
person, corporation, firm or other entity which controls, is controlled by or is
under  common  control of such  person,  ("control"  shall  also be  interpreted
broadly)  and  includes  any  corporation  the  majority  of the shares of which
carrying  the  right to elect at least a  majority  of the  directors  are held,
directly or indirectly, by or through any other corporation or corporations,  by
that person;

     (b ) " Agreement" means this Agreement entitled "Licence Agreement" and the
schedule annexed hereto;

     (c)  "Change  of  Control"  means,  in  the  case  of  any  corporation  or
partnership,   the  transfer  or  issue  by  sale,   assignment,   subscription,
transmission on death, mortgage, charge, security interest, by operation of law,
or otherwise, of any shares, voting rights or interest which would result in any
change in the effective control of such corporation or partnership,  unless such
change occurs as a result of trading in the shares of a corporation  listed on a
recognized  stock  exchange in Canada or the United States and then only so long
as the Licensor  receives  assurances  reasonably  satisfactory to it that there
will be a continuity of management and of business practices of such corporation
or partnership notwithstanding such change of control;

     (d)  "Copyright  Work" means all printed,  written or other  materials  and
works  (including  the Technical  Information  and computer  programs and chips)
relating to the Licenced Products;  I I

     (e) "European Economic Community" means those countries in Europe belonging
to the common  market  organization  initially  arising from the Treaty of Rome,
and, including those additional  countries admitted as full members, as of 1986;
being  Belgium,  France,  the Federal  Republic of  Germany,  Italy, Luxembourg,
Netherlands,  Denmark, Ireland,  Britain, Greece, Spain and Portugal,  hereafter
collectively referred to in abbreviation as the "E.E.C.";

     (f)  "Force  Majeure"  means any event of fire,  flood or other act of God;
strikes, lockout or other labour disturbances;  freight embargoes, blockages and
government  restrictions  or regulations,  war (declared or undeclared);  riots,
insurrections,  or other civil  commotions;  or any other event or cause whether
similar or dissimilar to the foregoing, beyond the control of the party claiming
the benefit thereof;

<PAGE>
     (g) "Gross  Sales" for a particular  period means the total  invoice  price
charged by the  Licensee,  or any  Affiliate of the  Licensee,  in United States
dollars for all Licensed Products Sold or Distributed by the Licensee during the
Term of this Agreement or any extensions or renewals  hereof less all deductions
allowed to or in respect of such total  invoice price only if they are set forth
separately on each invoice  evidencing the sale or distribution of such Licenced
Product or in any accompanying or subsequent  credit voucher  relating  thereto,
including as an allowed deduction all (i)sales,  excise, consumption and similar
type  taxes;  (ii)  freight,  transportation,  and  insurance  costs paid by the
Licensee;  and (iii)  special  order or cash  discounts.  In computing the Gross
Sales  for  a  particular  period,   each  charge,  sale  or  distribution  upon
installment  or credit shall be treated as a sale or  distribution  for the full
invoice price in the month during which such charge,  sale or distribution shall
be made,  irrespective  of the time  when the  Licensee  shall  receive  payment
(whether full or partial) therefore.  The words "Sold", "Sale" or "Distribution"
means for the purposes of this Agreement the shipment of a Licenced Product to a
party;

     (h) "Improvement"  means any design change or  design  modification made by
the  Licensee  or the  Licensor  to the  Licenced  Products  or any,  process or
apparatus  related to the Licenced  Products or  forming  part of the  Technical
information;

     (i)  "Licenced  Patent"  means any  applications  (including  any  proposed
applications in respect to any variation or Improvement of the Licence Products)
for or grants of patents in  the Territory covering  the Licenced Products their
composition, design, manufacture and sale, and includes:


          (a) U.S. Patent 5,486,007 issued January 23, 199d, and Continuation in
Part No. 5,613,685  issued  March  25, 1997,  and  those Patents relating to the
Licenced Product outside the Territory attached hereto as Schedule " A;


          (b ) any patents resulting there from; and


          (c) reissues,    divisions,   continuations,    continuations-in-part,
extensions,   renewals,   substitutions,   confirmations,   registtations    and
revalidations of any such patents or patent applications;


     (j)  "Licenced  Products"  (in  the  singular  referred  to as a  "Licenced
Product")  means  an  electronic  scoring  dartboard  Unit,   consisting  of  an
electro-mechanical  dartboard,  a display  scoreboard,  related  electronic  and
mechanical  components  (including  computer  chip  and  software  program)  and
cabinetry , all of which are so  interrelated  that when the dartboard is struck
by a dart the  appropriate  score for one or more dart games will be calculated,
properly  cumulated,  and displayed on the scoreboard for each dart game player,
and any such other  similar dart  products  which may be covered by the Licenced
Patent or the Copyright Works, or any Improvements therein, or which may require
the use or  employment  of, are based on, or are  produced  using the  Technical
Information, including any Improvements thereto;

<PAGE>


     (k) "Licensee" means OPTIMA GLOBAL  CORPORATION,  a Delaware public company
with it head office at 205 Worth Avenue, Suite 201, Palm Beach, Florida, U,S.A.;


     (I)  "Licensor"  means HIGH FLYTE  INTERNATIONAL  LTD. In Trust,  a company
incorporated under the laws of Bermuda;

     (m) "Part" means any spare,  replacement or component part for any Licenced
Product  supplied  by the  Licensee,  directly or  indirectly,  pursuant to this
Agreement;

     (n) "Person" includes a corporation, firm or partnership;

     (o) "Technical Information" means all data, know-how, technology,  designs,
drawings,  studies, test results,  manuals,  programs,  software,  technical and
other   information,   patented  or   unpatented,   protected  by  copyright  or
unprotected,  and owned or controlled by the Licensor relating in any way to the
Licenced Products;

     (P)  "Territory"  means  the  World or such  countries  in the World if the
Territory is reduced;

     (q) "Trade  Mark" means the  trademarks  "OPTIMA  DARTS",  "REAL DARTS" and
"DUAL DARTS" any design form of "OPTIMA DARTS", "REAL DARTS" and "DUAL DARTS" or
any trademarks or any design form of any such  trademarks used or intended to be
used by the Licensor or the  Licensee to identify  the Licenced  Products in the
Territory  whether  registered  or  unregistered  so long as such  trademarks or
design form of such trademarks  does not infringe the proprietary  rights of any
third party ;

     (r) "Unit" means one  substantially  complete  Licenced  Product whether in
assembled or disassembled form. "Commercial Unit" shall mean a Unit intended for
ultimate  sale  or  distribution  to,  and  use  in,  commercial,   business  or
institutional  establishments  and  "Non-Commercial  Unit"  shall  mean  a  Unit
intended for ultimate sale or distribution to the home consumer; and

     (s) "World" means all countries of the World.



                                   ARTICLE TWO

                                GRANT OF LICENCE

2.01      Grant.  Upon the terms,  royalty  payments  and  conditions  set forth
herein, the Licensor grants to the Licensee for the Term of this Agreement:

<PAGE>



2.02 Exclusive in the Territory.

     (a) an exclusive right and licence to manufacture,  market, sell, advertise
or otherwise distribute the Licenced Product in the Territory;

     (b ) an  exclusive  right and  licence  to use the  Licenced  Patents,  the
Copyright  Works and the  Technical  Information  in the Territory to the extent
necessary to manufacture,  advertise,  market, sell or otherwise  distribute the
Licenced Products;

     (c) an  exclusive  right and  licence to use the Trade Mark in  association
with the Licenced Products and the Parts in the Territory;

     Provided  that the above  grants  shall not be  construed  as a licence  by
implication or otherwise, under any patent applications or patents, or under any
trademark or copyright  applications  or trademarks  or copyrights  owned by the
Licensor  or  under  which  the  Licensor  has or  acquires  the  right to grant
licences,  other than those fitting within the definition of Licenced  Products,
Copyright Works, Technical Information,  Trademarks, and within the Territory or
the World, as the case may be, as defined herein;


2.03      Loss of Exclusive  Ri2hts.  If the Licensee loses the exclusive  right
pursuant  to Article  Ten for  failure to meet the  annual  minimum  performance
levels,  then,  in each case,  if, and only if, the  Licensor by written  notice
permits the Licensee to continue with the non-exclusive  rights in the Territory
and/or such one or more  countries  in the World,  as the case may be, any other
non-exclusive  licensee  will be required to pay at least the same or equivalent
percentage  royalty  that the  Licensee  is  required  to pay  pursuant  to this
Agreement or such other agreement in effect at that time.



                                 ARTICLE THREE

                             ROYALTIES AND PAYMENTS

3.01      Exclusive Territory.  In consideration of the Licensor granting to the
Licensee the exclusive rights in the Territory  hereunder the Licensee shall pay
to the Licensor the following payments:


     (a) Licence AcQuisition Fee -The Licensee shall pay to the Licensor the sum
of $NIL on the execution of this Agreement;


     (b) Percentage  Royalty -The Licensee agrees commencing on the date hereof,
to pay quarterly to the Licensor the continuing  percentage royalties calculated
as follows:


<PAGE>



     (i) On all Commercial  Units and  Non-Commercial  Units Sold or Distributed
during the Term of this Agreement, a sum equal to four percent (4%) of the Gross
Sales charged by the Licensee; and


     (ii) Throughout the term of this Agreement,  a sum equal to fifteen percent
(15%) of the Gross Sales charged by the Licensee for Parts.


3.02 Time and Manner of Quarterly Payments.


     (a) Quarterly  Payments:  Commencing on the date hereof, the Licensee shall
pay to the Licensor the above percentage royalties referred to in this Agreement
on a quarterly  basis in each year. The  respective  quarters shall end upon the
last days of December,  March, June and September in each year. The payments for
each quarter shall be paid forty-five (45) days following the end of the quarter
and are to be  made on the  15th  day of  February,  May,  August  and  November
respectively in each year;


     (b ) Reports:  On each  payment date the Licensee is also to furnish to the
Licensor  a  written  report  for  such  preceding  quarter  stating  all  facts
reasonably necessary to determine the royalties payable in respect of such prior
period, including:


     (i) the aggregate total invoice price charged by the Licensee for all Units
and Replacement Parts Sold;

     (ii) the number of Units manufactured and Sold by the Licensee;

     (iii) the aggregate of continuing  percentage royalties due to the Licensor
in respect thereof;


     (iv) the Gross Sales  received by the Licensee,  as that term is defined in
Section 1.01 (f) of this Agreement.

PROVIDED  that the Licensee  shall  maintain  available  for  inspection  by the
Licensor in accordance  with Section 3.05 below adequate  records  including but
not limited to:

     (x) a list of all Units produced including the Parts incorporated  therein,
by  reference  to  their  serial  numbers  and if  there  has  been  a  Sale  or
Distribution for sale, showing the dates said Units were Sold or Distributed for
sale and the name and address of the purchaser and/or distributor; and

     (y) a list of all Parts and  Replacement  Parts Sold or  Distributed by the
Licensee,  showing the dates of Sale or Distribution and the name and address of
the purchaser and/or distributor.


     (c) No Setoff.  etc. The above  royalties and payments  referred to in this
Section will be remitted to the Licensor at the times  referred to above without
deduction or


<PAGE>

setoff of any nature or kind  whatsoever,  except for any taxes  required  to be
withheld and remitted by the Licensee on behalf of the Licensor,  and subject to
any relief or reduction in withholding  provided by any Tax Treaty or Convention
which may apply.

     The Licensee shall  promptly  furnish the Licensor with a photostat copy of
the official  receipts of the  appropriate tax authorities for the amount of tax
if any deducted and any other evidence of payment satisfactory to the Licensor .

     (d) Payment to Nominee.  The Licensor shall have the right to have payments
due to it made to its  nominee  and  receipt  of any  such  payment  by any such
nominee shall  release the Licensee from any further  obligation to the Licensor
to make the payments so received.  The Licensee  shall not be responsible if the
Licensor and not the nominee is paid;


     (e) Overdue  Payments.  If the Licensee  fails to make any royalty or other
payments  pursuant  to this  Agreement  on a timely  basis,  such  royalties  or
payments  shall bear  interest at a floating rate equal to two percent (2%) over
the prime rate of interest  established by Citibank N.A. [New York State] or its
successor as its prime rate for commercial  loans and  calculated  from the date
when such royalty fee or other payment was due to the actual date of payment;

     (f) Royalty Reduction. In the event the Term of this Agreement is extended,
on the  expiry,  lapse or  termination  of the last to  expire  of the  Licenced
Patents or upon any  holding  by any court of  competent  jurisdiction  that any
subsisting Licenced Patents are invalid,  the royalties payable pursuant to this
Article Three shall be reduced by one percent (1%) being the amount allocated by
the Licensor to the Licenced Patents.


3.03      Inspection or Audit. During the Term of this Agreement or any renewals
or extensions:


     (a) the Licensor or its authorized representative,  shall, upon thirty (30)
days prior written notice, have access to the books and records of the Licensee,
during normal  business  hours to the extent  necessary to audit the same and to
verify the  calculation of any royalty fee or other payment  referred to in this
Agreement or the attainment of the minimum performance levels set out in Article
Ten of this Agreement.

     (b) In  the event that any such audit shall disclose an  understatement  of
any royalty fee or other payment, the Licensee shall immediately pay such amount
to the  Licensor;  provided  further,  that if any such audit shall  disclose an
understatement  of any  royalty  fee or other  payment of three per cent (3%) or
more, the Licensee shall pay the Licensor within fifteen (15) days after receipt
of notice from the  Licensor,  the costs of the audit  incurred by the  Licensor
together  with  interest at an annual  rate equal to two percent  (2%) above the
rate established by Citibank



<PAGE>

N.A.  [New  York  State]  or  its  successor  from  time  to  time as its  prime
interest rate for commercial  loans made in New York State  calculated  from the
date  when such  royalty  fee or other  payment  was due to the  actual  date of
payment.

     (c) The parties acknowledge and agree that accounting statements or reports
provided by the Licensee  which the Licensor does not challenge  shall be deemed
to be final and conclusive two (2) years after same are rendered.



                                  ARTICLE FOUR

                               PERIOD OF LICENCE

     4.01 This agreement  shall continue in force for ten (10) years  commencing
on September lst, 2000, and shall expire on the 31st day of August,  2010,  (the
"Term")  unless the Term is extended as set out in this section or terminated as
set out in Article 15.

     4.02  Renewal.  At the request of the Licensee by notice in writing  served
upon the  Licensor  and made not less than six (6)  months  before the expiry of
this Agreement and, provided all the terms and conditions of this Agreement have
been observed and  performed by the Licensee to such date  including the minimum
performances  set out in Article  Ten,  the Term of the licence  hereby  granted
shall be extended for a further initial renewal period of five (5) years (with a
second  renewal  period of five (5) years) upon the same terms and conditions of
this  Agreement   except  for  a  right  of  renewal  and  minimum   performance
requirements  to be  negotiated  (in no event less than the minimum  performance
requirements  during the final year of the initial  term)  failing  which,  this
Agreement  shall be  automatically  terminated.  The Licensee  shall pay on each
notice of renewal a renewal fee of $150,000.00 (U.S), payable to the Licensor as
it directs.

                                  ARTICLE FIVE

                               PATENT APPLICATIONS

     5.01 Good Faith  Negotiations.  The parties  acknowledge  that the Licensed
Patent has  potential  applications  other than the  Licensed  Products in other
industries  (the  "Additional  Products")  and  that  the  Licensor  intends  to
accordingly  exploit the  Licensed  Patents  throughout  the World.  The parties
further  acknowledge  that they  recognize the mutual  benefits that may come to
each other if the Licensor  and/or Licensee  separately or in consultation  with
each other develop Additional  Products in respect to which the Licensor desires
to grant to the Licensee,  rights to  manufacture,  market and  distribute  such
Additional Products upon terms and conditions  satisfactory to both parties. The
Licensor and Licensee  agree to  negotiate in good faith  mutually  satisfactory
terms, including royalties,  permitting the Licensee, to manufacture, market and
distribute  such  Additional  Products  designed  and  developed by the Licensor
and/or the Licensee  separately or in consultation  with each other,  within the
Territory or Territories agreed to at such time or times.


<PAGE>


                                  ARTICLE SIX

                    REPRESENTATIONS. WARRANTIES AND COVENANTS


6.01       Licensor's  Representation.  Warranties and  Covenants.  The Licensor
represents, warrants and covenants that during the Term of this Agreement or any
extension or renewal thereof:

     (a) It has and will  continue  to have all  right  and  title in and to the
Licenced  Patents,  the  Copyright  Works,  the  Trade  Mark  and the  Technical
Information, which is necessary to effectively grant the licences granted to the
Licensee pursuant to this Agreement;

     (b) It will take all reasonable  steps to keep the Licensed Patent in force
and duly renewed in the Territory, or the rest of the World, as the case may be,
provided any fees,  expenses or annuities  necessary to process to completion or
to maintain  the  Licenced  Patent in force shall be paid by the  Licensee or if
paid by the Licensor,  reimbursed by the Licensee  fourteen (14) days  following
proof of payment;


     (c) The U.S. Patent No. 5,486,007 issued January 23, 1996, and Continuation
in Part No.  5,613,685 issued March 25, 1997, will be in force, and the Licensor
has obtained or applied for Patents in the jurisdictions set out in Schedule " A
" attached to this Agreement;


     (d) The Licensor is not aware of and has no  knowledge  of any  proceedings
pending  or  threatened  for  the   expungement,   revocation,   impeachment  or
cancellation of the application;

     (e) It is not  aware  of any  claim or  assertion  of any  person  that the
manufacture and sale of the Licenced Products in the Territory will infringe any
proprietary rights of any other person;

     (f) The Licensor will in accordance  with the terms and  conditions of this
Agreement ensure that the rights granted herein to the Licensee remain exclusive
in the Territory;

     (g) The  Licensor  shall not  disclose  the  business  and  affairs  of the
Licensee to any third party and shall in this regard maintain  confidential  any
report or  financial  information  received by the  Licensor  from the  Licensee
pursuant to this Agreement and marked "Confidential";

     (h)  Neither  the  execution  nor the  delivery  of this  Agreement  by the
Licensor  nor the  fulfillment  of or compliance with the terms  and  provisions
hereof by the Licensor shall contravene any provision of law,  including without
limitation,  any statute,  rule, regulation,  judgment,  decree, order or permit
applicable to the Licensor;


<PAGE>

     (i) The  Licensor  knows of no prior use of the  Trademark  by others  than
those authorized by the Licensor as of the date of this Agreement; and

     (j) It will  negotiate  in good faith in  accordance  with  Article 5, such
further licence  agreement(s)  for the use of the Licenced Patents in respect to
Additional  Products  designed and  developed by the  Licensor  and/or  Licensee
(which the  Licensor  has the right to grant  licences in respect to) for use in
other  industries,  not  falling  within the  definition  of  Licenced  Products
hereunder.

6.02        No   Other   Representations.    Warranties   and   Covenants.    No
representations,  warranty or  covenant is given or made by the  Licensor to the
Licensee other than those expressly set out in Section 6.01 above.

6.03      Licensee's Representations.  Warranties and Covenants of Licensee. The
Licensee hereby represents, warrants and covenants to the Licensor as follows:

     (a) The  Licensee  has full right,  power and  authority to enter into this
Agreement  and there is no  impediment  which  would  inhibit  their  ability to
perform the terms and conditions imposed upon it by this Agreement;

     (b) This  Agreement has been duly  authorized  by all necessary  action and
constitutes  a valid and  binding  obligation  of the  Licensee  enforceable  in
accordance with its terms;

     (c)  The   Licensee   will   obtain  all   necessary   permits,   consents,
authorizations, approval or licences to export the Licenced Products outside the
Territory provided same can be obtained;

     (d) The Licensee agrees to insure,  maintain,  repair,  redesign,  improve,
refine
or modify the existing  machinery,  stamping,  tools and apparatus  owned by the
Licensor and used to manufacture and assemble the Licenced  Product  prototypes,
and  further  covenants  to design and  develop  production  tooling  (including
tooling for the die cast or plastic  target web and cups),  stamping  (including
stamping  for the  steel  cladding  target  segments)  or  machinery  (including
automated  machinery for the cup-filling  process) all at the Licensee's expense
necessary to fulfill its obligations hereunder;

     (e) The  Licensee  shall upon  execution  of this  Agreement  complete  any
outstanding redesign of the software and hardware as contemplated by the parties
and discussed in the negotiations leading up to this Agreement.  Upon completion
of the software and hardware design,  the Licensee shall provide to the Licensor
one fully documented copy of all such Technical Information  including,  without
limitation, the source codes, hardware layout and schematics; and


<PAGE>


     (f) It will negotiate in good faith such further licence  agreement(s)  for
the use of the Licensed Patents in respect to Additional  Products  designed and
developed by the Licensor  and/or  Licensee (which the Licensor has the right to
grant licences in respect to) for use in other industries not falling within the
definition of Licensed Products hereunder.



                                 ARTICLE SEVEN

                                   TECHNOLOGY

7 .01      Technical  Information/Assistance  from Licensor.  The Licensor shall
following  execution of this  Agreement,  upon the request of the Licensee,  and
upon reasonable notice, promptly and diligently:

     (a) make available the Technical Information, as well as specifications and
skills,  owned or  controlled  by the  Licensor  relating to  Licenced  Products
including  reports and other  material  generated  by the  Licensor or under the
supervision or control of the Licensor; and

     (b) provide at the Licensor's  standard hourly charges applicable from time
to time (currently  $150.00 per hour), plus charges on account of all reasonable
out of pocket  expenses and  disbursements  including  travel and lodging costs,
such advice as the Licensee may  reasonably  require,  and the Licensor may have
available,  to assist in matters  relating to the  production,  processing,  and
manufacturing of the Licenced Product.



                                 ARTICLE EIGHT

                                CONFIDENTIALITY

8.01      The  Licensee  acknowledges  that all  information  and  documentation
including the Technical  Information made available or disclosed by the Licensor
as a result of or related  to this  Agreement  up to the time of the  Licensee's
first  sale  of the  Licenced  Products,  and  thereafter  all  information  and
documentation  expressly marked as "Confidential  Information" shall be received
and  treated  on  a  confidential  and  restricted   basis  (the   "Confidential
Information");

8.02      The Licensee shall keep all Confidential  Information in the strictest
confidence and it will not disclose any information to third persons other than:

     (a)  where  disclosure  is  required  by law  and  there  is no  reasonable
alternative to such disclosure;

     (b)  in  confidence  to  professional   advisors  in  connection  with  the
performance of their professional services;


<PAGE>



     (c) where disclosure is necessary for other legitimate business reasons and
is made with the prior written consent of the Licensor, or the party to whom the
Confidential  Information is disclosed  first  executes the Licensor's  Standard
Third party  Confidentiality and Ownership Agreement attached hereto as Schedule
"C";

     (d) to a court  determining  the rights of the  Licensee  and the  Licensor
under this Agreement  provided that the parties shall co-operate in applying for
a protective order;

     (e) pursuant to the disclosure  requirements of any other contract  between
the parties; or

     (f)  to  a   government   department   or   agency   in   connection   with
non-discretionary filings or claims made by the Licensee,

     PROVIDED  that as a  precondition  to  dealing  with any  third  party  the
Licensee shall cause such party to first execute the  Licensor's  standard Third
Party  Confidentiality & Ownership Agreement attached hereto as Schedule "B" and
provide a copy to the Licensor forthwith.


8.03       Notwithstanding  section 8.02,  the Licensee  shall not be obliged to
keep in  confidence  and  shall  not  incur  any  liability  for  disclosure  of
Confidential Information which:

     (a) has been  published or is otherwise  within the public  knowledge or is
generally  known to the public at the time of its disclosure to the Licensee and
became so without any breach of this Agreement;

     (b) comes into the public domain without any breach of this Agreement; or

     (c) becomes known or available to the  Licensee,  other than as a result of
the  activities of the Licensor,  or any Affiliate of the Licensor,  and without
any breach of this Agreement by the Licensee.



                                  ARTICLE NINE

                                   MARKETING

9.01      Demand for Products in the Territory.  The Licensee  undertakes to use
commercially  reasonable  efforts to create a continuous demand for the Licenced
Products  in the  Territory  by  including,  but  not  limited  to,  advertising
regularly the Licenced  Products in  established  trade  journals and reasonably
attending and displaying the Licenced Products annually at exhibitions and trade
shows. The Licensee further  undertakes to use its reasonable  efforts to market
and distribute the Licenced  Product by means that best maximizes the Licensee's
sales price of the Unit to purchasers in the Territory.


<PAGE>


9.02      Marketing  Plan. At the  commencement  of each year during the Tenn of
this Agreement,  the Licensee shall provide to the Licensor a copy of its annual
marketing  plan developed to promote the sale and  distribution  of the Licenced
Products.



                                  ARTICLE TEN

                            MAINTAINING EXCLUSIVITY

10.01(i)      Annual Minimum Performance in the Territory.  In order to maintain
the exclusive rights in the Territory,  the Licensee shall sell in the Territory
the following annual minimum number of Units during the Tenn of this Agreement:

                    Commercial  Units                Non-Commercial  Units
2000                -no minimum Units                no minimum Units
2001                -1,000  Units                    1,000 Units
2002                -2,500  Units                    2,500 Units
2003                -5,000  Units                    7,500 Units
2004 and thereafter
 in each year       -7,500 Units                     10,000 Units

     Provided that if the Licensee does not meet the minimum  performance levels
required for any year, it may preserve the  exclusive  nature of this Licence by
paying  on or  before  December  31st,  in each  year,  the  percentage  royalty
otherwise  payable  on the Units  not sold.  For the  purpose  of this  required
minimum  exclusivity amount only, the percentage royalty payable by the Licensee
shall be calculated at the applicable percentage rate set out in Section 3.01(b)
and Gross Sales  shall be  computed on the basis that each Unit not sold,  had a
deemed net invoice price  (including  allowable  deductions)  equal to $2,500.00
(U.S.) for the Commercial Unit and $500.00 (U.S.) for the Non-Commercial Unit.


10.02      Consequences of Default in 2002 and thereafter. If the Licensee fails
to meet the minimum  performance  levels in the  Territory  in the year 2002 and
after,  the Licensor may in its sole  discretion  after giving  thirty (30) days
written notice to the Licensee either:

     (a) permit the Licensee to preserve the exclusive nature of this Licence by
paying to the Licensor in each quarterly  payment  period  required from time to
time,  the  amount of  royalties  that would  otherwise  be due and owing to the
Licensor had the minimum  performance  levels been met. For the purposes of this
required  minimum  exclusivity  amount,  the percentage  royalty  payable by the
Licensee shall be calculated at the applicable  percentage  rate and Gross Sales
shall be  computed on the basis that each Unit not sold had a deemed net invoice
price  (including  allowable  deductions)  equal  to  $2,000.00  (U.S)  for  the
Commercial Unit and $500.00 (U.S.) for the Non-Commercial Unit; or

     (b) revoke the exclusive  nature of this Licence and deem the License to be
non- exclusive in the Territory or certain  countries in the World,  as the case
may be; or

<PAGE>

     (c) terminate this Agreement in accordance with Section 15.01.



                                 ARTICLE ELEVEN

                       PROTECTION OF LICENCED TECHNOLOGY

11.01       Infringement.  During the Tenn of this  Agreement and any renewal or
extensions thereof:

     (a)  the  Licensee  shall  promptly  notify  the  Licensor  of any  and all
infringements,  illegal use or misuse ("Infringements") of the Licenced Patents,
Copyright  Works,  Trade Mark or  Technical  Information  as same relates to the
Licenced Products which come to its attention.

     (b) the  Licensee  shall  promptly  deal  with  such  Infringements  in the
Territory,  in which case the Licensee  shall be entitled to commence  action to
protect its interest in the Licenced  Patents,  Copyright  Works,  Trade Mark or
Technical  Information,  obtain  judgment,  and to settle or compromise any such
actions so long as same does not affect the validity of the Licenced Patents and
the  Licensee's  obligations  under  this  Agreement.  In  the  event  that  the
Infringement includes any unauthorized  production and sale of Licenced Products
or  Parts  by a third  party , any  compensation  resulting  therefrom  shall be
applied as follows:  firstly,  the legal costs  incurred by the  Licensee in the
action; and secondly,  the residue shall be apportioned between the Licensor and
Licensee on a pro rata basis  having  regard to the profits and  royalties  that
would otherwise have been made or payable to the parties, as the case may be, on
the distribution and sale of the Licenced Products and Parts as if same had been
distributed and sold by the Licensee and not the infringing party .

     (c) The Licensor  agrees to provide the Licensee with such  information and
assistance  as is necessary  to permit the  Licensee to deal with  Infringements
pursuant to paragraph (b) above.

     (d) Notwithstanding  Section 11.01(b) hereof, in the event the Licensor and
the Licensee  agree to jointly  deal with such  Infringement,  any  compensation
resulting  from the joint  action shall first be applied in payment of the legal
costs  incurred by the parties and the balance shall be shared by the parties in
accordance with the apportionment referred to in Section 11.01(b) above.


     (e) The Licensor agrees to indemnify and same harmless the Licensee for any
and all costs  incurred by the Licensee  should the Licensor be in breach of its
covenant set out in section 6.01(c) of this Agreement.


<PAGE>


11.02       Validity.  The  Licensee  acknowledges  the validity of the Licenced
Patents,  the  Copyright  Works,  and Trade  Mark and  agrees to take no action,
directly or  indirectly,  contesting  or in any way  impairing the rights of the
Licensor in them or their validity .

11.03      Grey Market Sales.  Should the Licensee lose the exclusive  rights in
certain countries of the World as provided for in this Agreement which exclusive
rights  are  granted to a third  party , the  Licensee  shall not sell  Licenced
Products or Parts  outside the  Territory or to any person  within the Territory
who the  Licensee  has reason to believe is  reselling  or intends to resell the
Licenced  Products or Parts  outside the  Territory.  The "reason to believe" in
this  section may  originate  with the  Licensor.  The  Licensor  will include a
provision  similar to this one in its Agreements with other licensees,  in order
to protect the  Territory of the Licensee,  to the extent  permitted at law. The
parties acknowledge that this provision may be subject to any prevailing laws of
certain  jurisdictions which are designed to minimize restraint of trade between
or among jurisdictions.

11.04       Marking.  Each Product sold by the Licensee shall be marked with the
Trade Mark and reference to the Licenced Patents and Copyright Works in a manner
reasonably  specified by the Licensor.  The Licensee shall at the request of the
Licensor  reasonably  co-operate in an application to register the Licensee as a
user of the Trade Mark.

11.05      Quality Control. Each Licenced Product, and every component,  sold by
the  Licensee  shall be of good  commercial  quality .On  reasonable  notice the
Licensor may inspect the  manufacturing  premises and the Licenced Products made
by the  Licensee in order to ensure that the Licenced  Products  and  components
meet this standard.



                                 ARTICLE TWELVE

                              LICENCE IMPROVEMENTS

12.01       Patent  Improvements  By  Licensor.  In case the  Licensor  makes or
obtains any Improvements  during the Term of this Agreement,  the Licensor shall
disclose the same to the  Licensee  and the Licensee may use these  Improvements
under the same  royalty  arrangements  and  terms as  contained  herein.  If the
Improvement  is  patentable,  the  Licensor  may  prepare,  file and process any
application  for a  patent  as  it  sees  fit.  Without  further  consideration,
effective as of the date such patent is issued,  the Licensor  hereby  grants to
the Licensee a licence to any patent issued on such  Improvement  under the same
arrangements and terms as contained herein.

12.02      Patent Improvements By Licensee or Affiliate. In consideration of the
Licensor granting this licence to the Licensee,  the Licensee agrees that if the
Licensee or any of its Affiliates makes or obtains any non-patented  Improvement
related to the Licenced Product during the term of this Agreement,  the Licensee
shall  disclose and shall cause its Affiliates to disclose same to the Licensor.
The Licensor and its other licensees may use such Improvement without payment to
the Licensee.  If the Improvement is patentable,  the Licensor may prepare, file
and  process any  application  for a patent in its name and the  Licensee  shall
execute  such further  documents as are  necessary  for such  purposes.  Without
further consideration, effective as

<PAGE>


of the date such patent issued,  the Licensee  hereby grants to the Licensor the
right to apply for patents on such  Improvements  outside the Territory,  and to
use or licence such patents  outside the Territory.  In order to facilitate such
applications,  the Licensee agrees to make available to the Licensor  applicable
drawings or renderings of such patented Improvements.

12.03       Consultation  with Licensor.  All  Improvements,  including  without
limitation, improvements,  modifications, or changes to the Copyright, Technical
Information   or  Trade  Marks  shall  first  be  discussed   and  developed  in
consultation  with the  Licensor.  Furthermore,  copies of the software  program
including source codes and electronic  hardware designs,  layouts and schematics
shall be  immediately  provided  to the  Licensor  on an  ongoing  basis as such
improvements are made.

                                ARTICLE THIRTEEN

                                SAMPLE AND PARTS

13.01      Purchase or Units From Licensee. In each year during the Term of this
Agreement,  upon the request of the Licensor,  the Licensee shall provide to the
Licensor at no cost to the  Licensor  (except  freight and  insurance),  two (2)
representative  samples  of  the  Licenced  Product  being  manufactured  by the
Licensee.  The  Licensor,  shall be entitled  in each year to purchase  ten (10)
additional  Units (not  intended for resale) at a price equal to the  Licensee's
cost to  manufacture,  plus  fifteen  percent  (15%)  exclusive  of freight  and
insurance.



                                ARTICLE FOURTEEN

                                NON-COMPETITION

14.01      Non-Solicitation and Non-Competition. The Licensee, any Affiliate and
each of the Licensee's  present or future  directors,  officers or  shareholders
hereby agree during the currency of this Agreement and for a period of

(i)        ten years,
(ii)       five years, or
(iii)      three years, or (iv) two years

following the expiration of this Agreement it or they, as the case may be, shall
not either  individually or in partnership or in conjunction  with any person or
persons, firm,  association,  syndicate,  company or corporation,  as principal,
agent, director,  officer, employee, investor or in any other manner whatsoever,
directly  or  indirectly,  carry on, be  engaged  in,  be  interested  in, or be
concerned  with, or employed by any such person or persons,  firm,  association,
syndicate,  company or  corporation,  carrying on, engaged in,  interested in or
concerned with, a business which is similar to the Business of the Licensor;

     (a) throughout the World,


<PAGE>


     (b) within the United States of America,  Mexico and Canada,  the countries
comprising the E.E.C., Asia, Australia and New Zealand,

     (c) within the United States of America,  Mexico, Canada, and the countries
comprising the E.E.C.,

     (d) within the United States of America, Mexico and Canada.

Provided  that each  combination  of time and area  referred  to above  shall be
separable so that if any provision as to time in Section 14.01 (i), (ii),  (iii)
or (iv) or any provision as to geographic area in Section 14.01 (a),  (b),(c) or
(d) is determined to be void or unenforceable  the next lesser period as to time
or next  smaller  geographic  area as the case may be, shall apply and so on and
the invalidity of any greater period as to time or larger  geographic area shall
not be  deemed  to  affect or impair  the  validity  of any other  provision  or
covenant  which are  hereby  declared  to be  separate  and  distinct.  The term
"Business"  of the  Licensor  shall for the  purposes of this  Section  mean the
business of manufacturing, selling, leasing or otherwise distributing electronic
scoring dart board games.


                                ARTICLE FIFTEEN

                                  TERMINATION

15.01       Termination by Licensor.  The Licensor,  may at its option  (without
prejudice  to any  other  right  that it may  have  hereunder),  terminate  this
Agreement by written notice in anyone of the following events:

     (a) If the  Licensee  makes any  assignment  of assets or business  for the
benefit of creditors,  or if a trustee or receiver is appointed to administer or
conduct  each of their  businesses  or affairs,  or if either is adjudged in any
legal proceeding to be either a voluntary or involuntary  bankrupt, or if either
shall enter into liquidation whether compulsory or voluntary (other than for the
purpose of reconstruction  or amalgamation)  which in any above instances is not
reversed within ninety (90) days;

     (b) If the Licensee  breaches  Articles Three,  Eight, or Sections ll.02 or
14.01 of this Agreement which is not cured within thirty (30) days;

     (c) If the Licensee  breaches any other material term of this Agreement and
fails to correct its breach  within thirty (30) days of the date on which notice
of the breach is given to it by the Licensor;


     (d) If the Licensee fails to maintain the annual minimum performance levels
set out in Section 10.01;


<PAGE>

     (e) If the Licensee  claims the benefit of any curative  period referred to
herein more than once in any year during the Term of this Agreement;

     (f) If  the  Licensee  fails  to  have  any  of  its  subcontractors,  as a
precondition  of dealing with them,  first  execute the  Licensor's  Third party
Confidentiality  &  Ownership  Agreement  and to  provide  a copy of same to the
Licensor  forthwith,  or if  any  such  Third  Party  breaches  a term  of  that
agreement,  and the Licensee within ten (10) days of notice of such breach fails
to take  steps to seek and obtain  injunctive  and other  equitable  relief in a
court of competent  jurisdiction at its expense, and such relief is an available
remedy; or

     (g) If there is a purported  Assignment  of this  Agreement  in whole or in
part by the  Licensee  or a Change of  Control in the  Licensee  which is not in
accordance with the provisions of this Agreement.


15.02       Termination  by Licensee.  The Licensee may, at its option  (without
prejudice to any other right it may have hereunder)  terminate this Agreement by
written  notice  if a  final  injunction  is  granted  by a court  of  competent
jurisdiction  prohibiting  the Licensee from using the Licenced  Patents in such
Territory;

15.03      Force Majeure.  If the Licensee is temporarily  unable to perform its
covenants and  obligations  hereunder  because of Force  Majeure,  then the time
limited for carrying out the same shall be extended by the  effective  period of
Force Majeure applicable thereto;

15.04      Results of Termination or Expiry.

     (a) The right of termination  under this Agreement by either party shall be
in addition and without prejudice to any other rights to which such party may be
entitled  at law or  under  this  Agreement  by way of  damages,  accounting  or
otherwise and any such  termination  shall not affect such party's rights to any
other remedies to which it may be entitled by reason of any breach  hereunder up
to the  date of such  termination,  provided  further  that  no  termination  or
expiration  of this  Agreement  shall  serve  to  release  any  party  from  any
condition,  duty or obligation  accrued or incurred at the time of, prior to, or
in connection with the termination or expiration;


     (b) On  termination  or  expiry  of this  Agreement,  the  Licence  granted
hereunder shall become void and the Licensee shall  immediately cease and desist
in utilizing the Licenced Patents,  Copyright Works,  Technical  Information and
Trademark,  and shall cease all  manufacture  and sale of Licenced  Products and
Parts.  The Licensee shall  thereupon  deliver to the Licensor all Copyright and
Technical  Information  provided for hereunder in tangible  forms;  transfer and
convey to the Licensor or to another  party at the direction of the Licensor for
$1.00  consideration  any and all  right,  title and  interest  of the  Licensee
relating  to any  Improvement,  Copyright  and  Technical  Information  owned or
controlled  by the  Licensee,  and any Tooling,  Stamping or Machinery  owned or
controlled by the Licensee, wherever situate,


<PAGE>


used in the  manufacture  of the  Licenced  Products;  and  execute  any and all
further documents or further assurances to evidence the Licensor's  ownership of
any Improvements in accordance with this Agreement.


     (c)  Notwithstanding  the other provisions of this Agreement,  the Licensee
shall have six (6) months after  termination in which to dispose of all Licenced
Products  and Parts  therefore  and for this  purpose,  a special  non-exclusive
licence shall  continue in  accordance  with the terms hereof for such period of
six (6) months.

     (d) The Licensor's  right to receive all payments due to the Licensor under
the  terms  of this  Agreement  accrued  to the date of such  termination  shall
continue unaffected by such termination.



                                ARTICLE SIXTEEN

                                   INSURANCE

16.01       Disclaimer of Liability.  The parties shall each obtain and maintain
in good  standing  policies of  insurance  sufficiently  covering  the  Licenced
Product or public  liability,  personal injury or death,  that may arise against
such party having regard to the insurance  risks  attributable  to each parties'
business and obligations  hereunder.  The Licensee shall promptly provide to the
Licensor a copy of such policies of insurance,  noting the  Licensor's  interest
therein.  Subject to Section 6.01 nothing  contained in this Agreement  shall be
construed  as a  guarantee,  warranty or  representation  by the  Licensor  with
respect to the use of any rights  granted  under this  Agreement.  The  Licensee
shall defend,  indemnify and hold harmless the Licensor from and against any and
all claims, demands, liabilities, costs and expenses (including reasonable legal
fees)  based on or  resulting  from any  personal  injury or death to any person
arising out of or in connection  with this  Agreement or the Licenced  Products,
including  from  any  product  defects  in the  Licenced  Products  manufactured
hereunder by the Licensee and its sublicensees.  The Licensor and Licensee shall
promptly notify the other of any such claim, demand, liability or expense if the
same comes to the other party's attention.



                               ARTICLE SEVENTEEN

                                    GENERAL

17.01       Governing  Law.  All matters  affecting  the  interpretation,  form,
validity,  enforcement  and performance of this Agreement shall be decided under
the laws of the Licensor's Canadian corporate solicitors,  being the Province of
Ontario and the parties hereby  irrevocably  attorn to the  jurisdiction  of the
Province of Ontario.


17 .02       Arbitration.  In the event any dispute  hereunder by the parties in
regard  to  their  respective  rights  and  obligations  or in  respect  to  any
interpretation  of the  meaning of any part of this  Agreement  is not  resolved
amicably between themselves within sixty (60) days the dispute


<PAGE>


shall be settled by arbitration, with arbitrators to be selected and proceedings
conducted  in  accordance  with the rules of  Arbitration  Act of  Ontario,  S.O
1991,  c.17, to which each  party is hereby bound. The arbitration shall be held
in the  Regional  Municipality  of  Niagara,  Ontario.  Judgment  upon the award
rendered may be entered in any court having jurisdiction,  or application may be
made to such court for judicial acceptance of the aware or order of enforcement.

17 .03      Notice. All  notices  authorized or required to be given pursuant to
this  Agreement  shall be in  writing  and  either  delivered  by hand,  sent by
telecommunications or mailed by prepaid registered mail as follows:

A.           In the case of the Licensor:

             High Flyte International Ltd. In Trust,
             c/o Douglas, Stewart & Morningstar,
             Canadian Corporate Solicitors,
             400 -55 King Street,
             St. Catharines, Ontario,
             Canada L2R 3H5

             Attention: The President

B.           In the case of the Licensee:

             Optima Global Corporation
             205 Worth Avenue, Suite 201
             Palm Beach, Florida, U.S.A.
             33480


             Attention: The President

     Any notice or other communication shall be effective,  if delivered, on the
day on  which  it was  delivered,  if sent by  telecommunication,  on the  first
business day following the day on which it was dispatched, and if mailed, on the
tenth business day following the date on which it was mailed.

     No party shall mail any notice or other  communication when a threatened or
actual work stoppage  exists at the post office from, or to, which the notice or
other communication is being sent. A party may change its address for receipt of
notices by notice to the other party.

17 .04       Assignment  and  Change  of  Control.  This  Agreement  may not  be
assigned  in whole or in part by the  Licensee  nor  shall  there be a Change of
Control in the Licensee  without the prior written consent of the Licensor.  The
licence  granted in this  Agreement  is personal to the  Licensee and may not be
sublicenced by the Licensee  without the prior written  consent of the Licensor,
provided that this provision  shall not be construed as prohibiting the Licensee
from  entering  into  subcontracting  agreements  for the supply of  services or
goods. The Licensor may

<PAGE>


assign this  Agreement in whole or in part so long as the assignee  agrees to be
bound by the terms of this Agreement.


17.05      Waiver.  No waiver by a party of any breach of any of the  provisions
of this  Agreement  by the other party shall take effect or be binding  upon the
party unless agreed in writing. A waiver shall not limit or affect the rights of
the party  with  respect  to any other  breach.  All  rights  and  remedies  are
cumulative and may be exercised at any time and from time to time  independently
or in combination.

17 .06      Funds. This is an international  licensing  transaction in which the
specification  of and  payment in lawful  money of the United  States of America
("Dollars")  is of the essence and the Dollar  shall be the  currency of account
and  payment in all  events.  The  payment  obligations  hereunder  shall not be
discharged by an amount paid in another currency, whether pursuant to a judgment
or  otherwise,  to the extent  that the amount so paid on prompt  conversion  to
Dollars  does not yield the amount of Dollars due  hereunder.  In the event that
any payment  whether  pursuant to a judgment or otherwise,  upon such conversion
does not  result in  payment  of such  amount of  Dollars,  the  Licensee  shall
immediately upon demand by the Licensor make up any such deficiency.

17.07      No  Partnership.  Nothing in this  Agreement is intended to create or
shall be construed as creating a partnership, agency, joint venture, association
or trust between the parties.

17 .08       Severability.  The  invalidity of any  provision of this  Agreement
shall not affect the  enforceability  of the other provisions of this Agreement,
and the  invalidity of any provision of this  Agreement  shall merely render the
invalid provision ineffective.

17 .09       Counterparts.  This Agreement may be executed in  counterparts  and
when each party has signed and  delivered  at least one such  counterpart,  each
counterpart  shall be  deemed as  original  and when  taken  with  other  signed
counterparts  shall  constitute  one  agreement  which shall be binding upon and
effective as to all parties.

17.10       Facsimile.  This  Agreement  may be executed by  facsimile  and such
facsimile  if executed in  counterpart  shall form one binding  agreement of the
parties.

17.11       Successors  and Assigns.  This  Agreement  will  be binding upon and
enure to the benefit of the parties and their  respective  successors,  assigns,
heirs and executors.

<PAGE>


     IN WITNESS  WHEREOF the parties have executed this Agreement as of the date
first mentioned above.

                     )
                     ) HIGH FLYTE INTERNATIONAL LTD.
                     ) "In Trust" by its Canadian Corporate Solicitors,
                     ) DOUGLAS, STEWART & MORNINGSTAR
                     ) duly authorized on the behalf
                     )
                     ) per:  /s/ Mark F. Stewart
                     )           Mark F. Stewart
                     ) I have authority to bind the Corporation
                     )
                     ) OPTIMA GLOBAL CORPORATION
                     )
                     )
                     ) per:
                     ) (duly authorized officer)
                     ) I have authority to bind the Corporation



<PAGE>


                                 Schedule "A"


                      Attached to and forming part of the
          Agreement between HIGH FLYTE INTERNATIONAL LTD. IN TRUST and
             OPTIMA GLOBAL CORPORATION dated September 1, 2000.


                   JURISDICTIONS OF PATENT (Issued or Pending)
                  -------------------------------------------


1.    United States of America
2.    Canada
3.    Mexico
4.    United Kingdom
5.    France
6.    Germany
7.    Spain
8.    Austria
9.    Italy
10.   China
11.   Japan
12.   Australia
13.   New Zealand


<PAGE>



                                  Schedule "B"

                      Attached to and forming part of the
          Agreement between HIGH FLYTE INTERNATIONAL LTD. in trust and
             OPTIMA GLOBAL CORPORATION, dated September 1, 2000.



                          THIRD PARTY CONFIDENTIALITY
                             & OWNERSHIP AGREEMENT


     THIS  AGREEMENT  entered into this day of , 2000,  by and between and among
OPTIMA GLOBAL CORPORATION  ("OGC"),  and HIGH FLYTE  INTERNATIONAL LTD. in trust
("High Flyte) and (the "Undersigned")


     WHEREAS  OGC is a  party  to a  certain  Licence  Agreement  (the  "Licence
Agreement") dated September 1, 2000 with High Flyte;

     AND  WHEREAS  section  8.02 of the  Licence  Agreement  requires  that  the
Undersigned first execute this Third party Confidentiality & Ownership Agreement
as a precondition of OGC dealing with the Undersigned;

     AND WHEREAS the Undersigned wishes to deal with OGC;


     NOW THEREFORE in consideration of OGC agreeing to deal with the Undersigned
and for other good and valuable  consideration,  the receipt and  sufficiency of
which is hereby acknowledged, the parties agree as follows:

1.      The  Undersigned  agrees that all  information  and  documentation  made
available  or  disclosed  to  the   Undersigned   by  OGC  or  High  Flyte  (the
"Confidential  Information") shall be received and treated by the Undersigned on
a confidential  and restricted  basis,  and shall not be disclosed to any party,
firm or corporation, or used by the Undersigned,  directly or indirectly, except
as expressly approved in writing by High Flyte.

2.      The Undersigned  acknowledges the validity of the Licensed Patents,  the
Copyright Works and Trademark being licensed to OGC under the Licence Agreement,
and agrees to take no action,  directly or indirectly,  contesting or in any way
impairing the rights of OGC or High Flyte in them or their validity.

3.      The Undersigned, and each of its present or future directors,  officers,
or shareholders or employees agree during the currency of the Licence  Agreement
(whether or not OGC  continues to deal with the  Undersigned),  and for a period
of:

<PAGE>

(i)    ten years,
(ii)   five years, or
(iii)  three years, or (iv) two years

following the  expiration  of the Licence  Agreement it or they, as the case may
be, shall not either  individually or in partnership or in conjunction  with any
person or persons,  firm,  association,  syndicate,  company or corporation,  as
principal,  agent, director,  officer, employee, investor or in any other manner
whatsoever,  directly or indirectly,  carry on, be engaged in, be interested in,
or be  concerned  with,  or  employed  by any  such  person  or  persons,  firm,
association,  syndicate,  company  or  corporation,  carrying  on,  engaged  in,
interested in or concerned  with, a business which is similar to the Business of
OGC and/or High Flyte;

(a) throughout the World,

(b) within the Territory, the countries comprising the E.E.C.,  Asia,  Australia
    and New Zealand,

(c) within the Territory and the countries comprising the E.E.C., (d) within the
    Territory .

Provided  that  each  combination of  time and  area referred to above shall  be
separable so that if any provision as to time in Section 3 (i),  (ii),  (iii) or
(iv) or any provision as to geographic area in Section 3 (a), (b), (c) or (d) is
determined to be void or unenforceable the next lesser period as to time or next
smaller  geographic  area as the  case  may be,  shall  apply  and so on and the
invalidity of any greater period as to time or larger  geographic area shall not
be deemed to affect or impair the  validity of any other  provision  or covenant
which are hereby declared to be separate and distinct. The term "Business of OGC
and/or High Flyte"  shall for the  purposes of this Section mean the business of
manufacturing,  selling,  leasing or otherwise  distributing  electronic scoring
dart board games.


4.      The Undersigned acknowledges that in the event that there is a breach of
any provisions of this Agreement by the  Undersigned,  money damages alone would
not be an adequate and  complete  remedy to High Flyte or OGC, and either or all
of them shall  therefore  be  entitled to seek and obtain  injunctive  and other
equitable relief in a court of competent  jurisdiction,  including money damages
and  recovery  of High Flyte and OGC's  legal  costs on a  solicitor  and client
basis.

5.       The  Undersigned  will  use all  reasonable  means  to  safeguard  such
information and will not make any copies or reproductions  of such  Confidential
Information, all of which will be returned immediately to High Flyte or OGC upon
completion of their business dealings with OGC or immediately upon OGC's or High
Flyte's request.


<PAGE>

6.      The invalidity of any provision of this  Agreement  shall not affect the
enforceability of the other provisions of this Agreement,  and the invalidity of
any  provision  of this  Agreement  shall  merely  render the invalid  provision
ineffective.


7.      Nothing herein shall entitle the Undersigned,  or its agents,  officers,
directors or employees, to any right to the use of the Confidential Information,
all rights and interests shall remain exclusively with High Flyte.

8.      This  Agreement  shall be governed and construed in accordance  with the
laws of the Province of Ontario, Canada.


     IN WITNESS  WHEREOF the parties have executed this Agreement as of the date
first mentioned above.

                                  )
                                  )
                                  ) OPTIMA GLOBAL CORPORATION
                                  )
                                  )
                                  )
                                  ) per:
                                  )  (authorized signing officer on behalf of
                                  ) OGC & High Flyte)
                                  ) I have authority to bind both of the
                                  ) Corporations
                                  )
                                  )
                                  )
                                  ) "The Undersigned"
                                  )
                                  )
                                  )

<PAGE>


                          HIGH FLYTE INTERNATIONAL LTD.
                                    In Trust


                                the Licensor

                                      and



                           OPTIMA GLOBAL CORPORATION

                                  the Licensee




                               LICENCE AGREEMENT




                                DOUGLAS, STEWART
                                 & MORNINGSTAR,
                            Barristers & Solicitors,
                           55 King Street, Suite 400,
                            St. Catharines, Ontario,
                                Canada, L2R 3H5

                         Canadian Corporate Solicitors
                       for HIGH FLYTE INTERNATIONAL LTD.
                                    IN TRUST

                           Attention: Mark F. Stewart