EXHIBIT 10.5

PRIVATE AND CONFIDENTIAL                                         January 1, 2004
---------------------------
Mr. Wayne Maddever
CEO Reink Corp
2085 Hurontario Street
Mississauga, Ontario
L5A 4G1

                  ALL REFERENCES ARE $US UNLESS OTHERWISE NOTED

Dear Wayne:

      We understand that Reink Corp. and or its subsidiaries/affiliates (the
"COMPANY") wishes to seek additional financing as well as requiring assistance
in assessing and reviewing various strategic business acquisitions and/or
combinations (the "INITIATIVES") that the Company might pursue.

This letter sets out the terms on which the Company has engaged Manchester
Consolidated Corp. and/or it's subsidiaries ("Manchester") as its exclusive
financial advisor in connection with each of these processes. These processes
will be comprised of two parts:

            1.    FINANCING

            2.    MERGERS AND ACQUISITIONS

1.    FINANCING

      SCOPE OF SERVICES

      As the exclusive financial advisor to the Company, Manchester will use its
      best efforts to raise a minimum of $500,000 financing (equity and/or debt)
      for the Company. In the course of raising the funding, Manchester will
      assist management with the preparation of the requisite materials
      (including but not limited to, memoranda/business plans, financial
      forecasts, information circulars, prospectuses, offering memoranda and
      other public and internal documents).

      FEES AND EXPENSES

      As compensation for the services to be provided by Manchester, pursuant to
      this part of the engagement, the Company shall pay a fee equal to:

            >>    10% of the financing up to $2 million plus,
            >>    7% of financing over $2 million up to $5 million plus,
            >>    5% of financing over $5 million.

      These fees will be payable in a combination of stock and cash upon
      successful completion of the financing. It will be at Manchester's sole
      option related to the split for amount of cash and stock for received for
      the services.

      Any funding advanced by Manchester itself would be arranged initially as
      convertible debenture and will paid out, and/or converted to stock, at the
      time of successful financing, at the sole discretion of Manchester.


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      Where Manchester is to receive a fee under Clause 2 of this letter and is
      also to receive a fee under this section (1) for the financing then
      Manchester will be entitled to one fee being the greater of the two fees.

      In addition, the Company shall reimburse Manchester promptly upon invoice
      for all out-of-pocket expenses (including but not limited to reasonable
      fees/disbursements of counsel, printing costs, etc.) incurred by
      Manchester, and communicated to the Company, in connection with its
      engagement. These amounts will be paid by the Company promptly upon
      compilation by Manchester and billing, or paid directly by the Company.

2.    MERGERS AND ACQUISITIONS

      SCOPE OF SERVICES

      As the exclusive financial advisor to the Company, Manchester will use its
      best efforts to locate, analyse, negotiate, and close mergers,
      acquisitions, business combinations or similar transactions for the
      Company. In the course of completing the services, Manchester will assist
      management with the preparation of the requisite materials (including but
      not limited to, memoranda/business plans, financial forecasts, information
      circulars, prospectuses, offering memoranda and other public and internal
      documents).

      FEES AND EXPENSES

      As compensation for the services to be provided by Manchester, pursuant to
      this part of the engagement, should the Company close an acquisition or
      merger as a result of Manchester's Services, Manchester will be paid a fee
      as follows:

            >>    12% of the transaction valued at under $5 million plus
            >>    7% of the transaction valued between $5 million to $10 million
            >>    4% of the transaction valued over $10 million

      To further clarify, the transaction value will be the full fair market
      value placed on the company or business being acquired. Manchester will be
      paid up to 50% of this fee in cash with the balance in stock. The amount
      of cash paid will be solely at Manchester's discretion.

3.    TERM

      Either party to this agreement may terminate this agreement upon 9 (nine)
      months written notice to the other party. The terms and conditions of this
      agreement, and the rights and obligations of the Company and Manchester,
      shall survive the termination of this engagement.

4.    INFORMATION

      The Company shall provide, or cause to be provided, to Manchester on a
      timely basis all information in its possession (or that it might
      reasonably obtain) that may be relevant to this engagement including,
      without limitation, corporate, financial and operating data, information,
      reports, opinions, valuations, appraisals and advice relating to the
      Company and its subsidiaries. Additionally, the Company shall provide
      Manchester with access to the officers, directors, accountants, counsel,
      consultants and auditors of the Company and its subsidiaries.


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      The Company shall ensure that any information provided to Manchester is
      complete, accurate and not misleading and does not omit any material
      information. The Company also shall ensure that Manchester is advised on a
      timely basis of any change in the information previously provided to
      Manchester. Manchester shall be entitled to rely upon and assume (without
      independent verification) the completeness and accuracy of all information
      that is available from public sources and of all information provided to
      it by or on behalf of the Company. Manchester shall have no obligation to
      verify the completeness or accuracy of any such information and shall have
      no liability for its use of such information or any errors that it
      contains or any omission from it.

5.    COURT OR REGULATORY PROCEEDINGS

      The Company shall advise Manchester promptly of any request from any
      applicable regulatory authority (including any stock exchange) for any
      material information, a meeting or hearing relating to the Company or that
      otherwise might reasonably be expected to be relevant to the engagement of
      Manchester. If requested by the Company, representatives of Manchester
      will testify or provide reasonable support services to the Company before
      any governmental commission or regulatory authority (including any stock
      exchange) or court. The testimony and support services provided by
      representatives of Manchester will be confined to matters relating to the
      services performed under this engagement. The Company shall pay Manchester
      for the time spent by its personnel in connection with these proceedings
      at normal per diem rates. The Company shall reimburse Manchester for its
      reasonable out-of-pocket costs, charges and expenses (and those of its
      Representatives) incurred in connection with those proceedings. Any such
      amounts are in addition to any other amounts that are payable pursuant to
      this engagement.

6.    CONFIDENTIALITY

      Manchester and each of its Representatives will keep confidential all
      information furnished to it by the Company in connection with this
      engagement. All such information that is provided to Manchester will be
      used by Manchester only in connection with its engagement. Manchester will
      control the dissemination of such information and restrict its
      dissemination to those of its Representatives who need to know it for the
      purposes of this engagement and only after the recipient has been advised
      of the confidential nature of that information. Manchester will use its
      reasonable best efforts to cause its Representatives to adhere to the same
      confidentiality requirements as are applicable to Manchester in respect of
      that confidential information.

      These provisions shall not apply to any information:

            >>    the disclosure of which is approved by the Company;

            >>    that is publicly available or becomes publicly available
                  through no breach of this agreement by Manchester and/or its
                  Representatives;

            >>    that was lawfully in the possession of Manchester and/or its
                  Representatives prior to its disclosure;

            >>    that was disclosed to Manchester and/or its Representatives by
                  a third party who, to the knowledge of Manchester, did not
                  acquire the information under an obligation of
                  confidentiality; or

            >>    that is required to be disclosed by law, by any court of
                  competent jurisdiction, by the policies or requirements of any
                  regulatory agencies or to any government agency lawfully
                  requesting same.


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7.    DISCLOSURE OF ADVICE

      The opinions, advice and materials provided by Manchester pursuant to this
      engagement are intended for the use of the directors and officers of the
      Company in considering any proposed Initiatives. The directors and
      officers of the Company are entitled to rely upon such opinions, advice
      and materials.

      Except as required by law (including pursuant to applicable published
      policy statements of the US securities regulatory authorities) or by any
      court of competent jurisdiction, the Company shall not disclose or
      circulate to any other person (including, without limitation, the public
      and the Company's current or potential lenders) any opinions, advice or
      other materials or manifestations of the services provided under this
      engagement without the prior written consent of Manchester, which consent
      shall not be withheld unreasonably. If any such disclosure or circulation
      is required, the Company shall promptly advise Manchester and such
      disclosure or circulation shall be made in compliance with applicable
      legal and regulatory requirements and in a manner acceptable to
      Manchester, acting reasonably.

      In no event shall Manchester bear any responsibility for the form or
      content of any disclosure document prepared in connection with any
      Initiative or relating to this engagement, other than a description of the
      services provided by Manchester under this engagement that may be required
      by law and effected in a manner approved in writing by Manchester, acting
      reasonably. Manchester disclaims any liability or responsibility to the
      Company, its directors or any other person by reason of the use,
      publication or distribution of, or reference to, any advice provided by
      Manchester or this engagement other than in accordance with this
      engagement.

8.    INDEMNITY

      The Company shall indemnify Manchester and its Personnel to the extent and
      on the terms of the indemnity attached as Schedule B (the "INDEMNITY"),
      the consideration for which is the entering into of this agreement. The
      Indemnity shall be executed and delivered to Manchester upon the execution
      of this agreement and shall be in addition to, and not in substitution
      for, any other liability that the Company or any other party may have to
      Manchester or its Personnel.

9.    NOTICES

      Any notice or other communication required or permitted to be given under
      this agreement shall be in writing and shall be sufficiently given if it
      is delivered personally or by telecopy as follows:

            If to the Company:

                  Reink Corp.
                  2085 Hurontario Street, Suite 300
                  Mississauga, Ontario, L5A 4G1
                  Attention: President
                  Telecopy: 905-629-7025


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            If to Manchester:

                  1221 Whiteoaks Drive
                  Mississauga, Ontario, L5J 3B8
                  Attention: Managing Director
                  Telecopy:  905-403-1217

      Any notice so given shall be deemed conclusively to have been given and
      received when so personally delivered or so telecopied. Either party may
      change its address by notice to the other party delivered in accordance
      with these provisions.

10.   GOVERNING LAW

      This agreement shall be governed by and construed in accordance with the
      laws of the Province of Ontario and the federal laws of Canada applicable
      therein, without giving effect to the principles of conflicts of law
      thereof. The parties submit unconditionally to the jurisdiction of the
      courts of Ontario, Canada.

11.   SURVIVAL

      The terms and conditions of this agreement and of the Indemnity shall
      survive the completion of the services under this engagement and
      notwithstanding any purported termination of this agreement. The
      representations, warranties, indemnity and other agreements provided to
      Manchester in connection with this engagement shall remain in full force
      and effect, regardless of any investigation made by or on behalf of
      Manchester.

12.   COUNTERPARTS

      This agreement may be executed in any number of counterparts and by the
      parties hereto in separate counterparts, each of which when so executed
      shall be deemed to be an original and all of which taken together shall
      constitute one and the same agreement. If the foregoing is in accordance
      with your understanding, please confirm such agreement by signing the
      enclosed duplicate of this letter in counterparts at the place indicated
      and returning it to the attention of the undersigned, at which time this
      letter shall form a valid and binding agreement between the companies.

                                        Yours very truly,


                                        By:  /s/ Anthony Pallante
                                           -------------------------------------

ACCEPTED as of the date first above written:
Reink Corp

                                        By: /s/ Wayne Maddever
                                            ------------------------------------
                                            Wayne Maddever - President,
                                            Reink Corp.


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                                   SCHEDULE A
                                    INDEMNITY

Plasma Environmental Technologies Inc. (the "COMPANY") hereby agrees to
indemnify and hold Manchester Capital Incorporated and/or any of its subsidiary
companies (hereinafter referred to collectively as "Manchester") and each and
every of the directors, officers, employees and shareholders of Manchester
(hereinafter referred to as "PERSONNEL") harmless from and against any and all
expenses, losses, claims, actions, damages or liabilities (including the
aggregate amount paid in reasonable settlement of any actions, suits,
proceedings or claims and the reasonable fees and expenses of its counsel that
may be incurred in advising with respect to and/or defending any claim that may
be made against Manchester or any of its Personnel) to which Manchester and/or
its Personnel may become subject or otherwise involved in any capacity under any
statute or common law or otherwise insofar as such expenses, losses, claims,
damages, liabilities or actions arise out of or are based, directly or
indirectly, upon the performance of professional services rendered to the
Company by Manchester and its Personnel in connection with the matters referred
to in the attached letter agreement, provided, however, that in no event shall
this indemnity extend to indirect or consequential amounts such as lost profits
and provided further that this indemnity shall not apply to the extent that a
court of competent jurisdiction in a final judgment that has become
non-appealable shall determine that:

      (i)   Manchester or its Personnel have been grossly negligent or dishonest
            or have committed any fraudulent act in the course of such
            performance; and

      (ii)  the expenses, losses, claims, damages or liabilities, as to which
            indemnification is claimed, were caused by the gross negligence,
            dishonesty or fraud referred to in (i).

If for any reason (other than the occurrence of any of the events itemized in
(i) and (ii) above), the foregoing indemnification is unavailable to Manchester
or any of its Personnel or insufficient to hold them harmless, then the Company
shall contribute to the amount paid or payable by Manchester or any of its
Personnel as a result of such expense, loss, claim, damage or liability in such
proportion as is appropriate to reflect not only the relative benefits received
by the Company, on the one hand, and Manchester or any of its Personnel, on the
other hand, but also the relative fault of the Company and Manchester or any of
its Personnel, as well as any relevant equitable considerations provided that
the Company shall in any event contribute to the amount paid or payable by
Manchester or any of its Personnel as a result of such expense, loss, claim,
damage or liability any excess of such amount over the amount of the fees
received by Manchester hereunder.

Promptly after receipt of notice of the commencement of any legal proceeding
against, or investigation of, Manchester or any of its Personnel (each, an
"INDEMNIFIED PERSON") that is based, directly or indirectly, upon any matter in
respect of which indemnification may be sought from the Company, Manchester will
notify the Company in writing of the commencement thereof and the Company shall,
subject as hereinafter provided, be entitled (but not required) to assume the
defence on behalf of the indemnified persons of any suit brought to enforce such
claim; provided that the defence shall be through legal counsel acceptable to
the indemnified persons acting reasonably. The indemnified persons shall have
the right to employ separate counsel in any such suit and participate in the
defence thereof, but the fees and expenses of such counsel shall be at the
expense of the indemnified persons unless: (i) the Company fails to assume the
defence of such suit on behalf of the indemnified persons within 10 business
days of receiving such notice of such suit; (ii) the employment of such counsel
has been authorized by the Company; or (iii) the named parties to any such suit
include both the indemnified persons and the Company and an indemnified person
shall have been advised by counsel that joint representation is inadvisable as a
result of actual or potential conflicts of interest or the possibility of
different legal defences being available to the indemnified persons than to the
Company, in which case the Company shall not have the right to assume the
defence of the suit on behalf of the indemnified persons but shall be liable to
pay the reasonable fees and expenses of counsel for the indemnified persons. In
no event, however, shall the Company be liable hereunder to pay the fees and
expenses of more than one law firm in any one jurisdiction acting as counsel on
behalf of all indemnified persons. Throughout the course of any legal
proceeding, Manchester will, to the extent the Company has not assumed the
defence of such legal proceeding and there are not actual or potential conflicts
of interest between the Company and any of the indemnified persons, provide
copies of all relevant documentation to the Company and keep the Company advised
of the progress thereof and all significant actions proposed.


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The Company will not settle any litigation relating to Manchester's engagement
hereunder unless such settlement includes an express unconditional and
irrevocable release in favour of Manchester and any of its Personnel with
respect to all claims asserted in such settlement.

The indemnity and contribution obligations of the Company shall be in addition
to any liability which the Company may otherwise have, shall extend upon the
same terms and conditions to the Personnel and shall be binding upon and enure
to the benefit of any successors, assigns, heirs and personal representatives of
the Company, Manchester and any of the Personnel. The foregoing provisions shall
survive the completion of professional services rendered under the attached
letter agreement or any termination of the authorization given by the attached
letter agreement. The Company hereby constitutes Manchester as trustee for the
Personnel of the Company's covenants under this Indemnity with respect to the
Personnel and Manchester agrees to accept such trust and to hold and enforce
such covenants on behalf of the Personnel.

Reink Corp.                             Manchester Consolidated Corp.


Per: /s/ Wayne Maddever                 Per: /s/ Anthony Pallante
    -------------------------------         ------------------------------------


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