THIS AGREEMENT MADE EFFECTIVE AND EXECUTED AS OF JULY 29,1999 (the "Effective Date").

BETWEEN:

E-Bidd. com, INC. 
Suite 980
1500 West Georgia Street
Vancouver, BC
Canada V6G 2Z6 
("E-BIDD")

AND:

Laurier Limited.
Suite E, Regal House
Gibraltar 
("LAURIER")

WHEREAS:

A. E-BIDD is in the business of online auctions;

B. LAURIER is a company who holds certain rights to certain software code that they wish to sell to E-Bidd (the "Transaction");

C. E-BIDD and LAURIER agree that this Agreement will constitute a binding agreement upon them in respect of the Transaction, such to be on the terms and conditions contained herein;

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained, the parties hereto do covenant and agree (the "Agreement") each with the other as follows:

1. Rei) resent at ions And Warranties

1.1 LAURIER represents and warrants to E-BIDD that LAURIER has good and sufficient right and authority to enter into this Agreement and carry out its obligations under this Agreement on the terms and conditions set forth herein, and this Agreement is a binding agreement upon LAURIER enforceable against it in accordance with its terms and conditions.

1.2 E-BIDD represents and warrants to LAURIER that E-BIDD has good and sufficient right and authority to enter into this Agreement and carry out its obligations under this Agreement on the terms and conditions set forth herein, and this Agreement is a binding agreement upon E-BIDD enforceable against it in accordance with its terms and conditions.

2. Software Riehts Purchase

2.1 The parties agree that, subject to the terms and conditions of this Agreement, LAURIER will sell the worldwide exclusive rights to the software described substantially in Appendix A and Appendix B ("the Software") to E-BIDD for 10,000,000 144 restricted shares of E-BIDD ("the Purchase Price").

2.2 The worldwide rights to the software will be for a period of 20 years.

3. General

3.1 Time and each of the terms and conditions of this Agreement shall be of the essence of this Agreement.

3.2 This Agreement constitutes the entire agreement between the parties hereto in respect of the matters referred to herein.

3.3 The parties hereto shall execute and deliver all such further documents and do all such acts as any party may, either before or after the execution of this Agreement, reasonably require of the other in order that the full intent and meaning of this Agreement is carried out.

3.4 No amendment or interpretation of this Agreement shall be binding upon the parties hereto unless such amendment or interpretation is in written form executed by all of the parties to this Agreement.

3.5 Any notice or other communication of any kind whatsoever to be given under this Agreement shall be in writing and shall be delivered by hand, email or by fax to the parties at:

E-Bidd. com, Inc.

Suite 980-1500

West Georgia Street Vancouver, BC Canada V6G 2Z6

Attention: Ray Mathews

Fax: (604) 806 0223

Laurier Limited Suite E, Regal House Gibraltar

Attention: A. Barcio

Fax: Oll 350 78800

or to such other addresses as may be given in writing by the parties hereto in the manner provided for in this paragraph.

3.6 This Agreement may not be assigned by any party hereto without the prior written consent of all of the parties hereto.

3.7 This Agreement shall be governed by the laws of Washington State applicable therein, and the parties hereby attorn to the jurisdiction of the Courts of Washington State.

3.8 This Agreement may be signed by fax and in counterpart.

IN WITNESS WHEREOF the parties have hereunto set their hands and seals effective as of the Effective Date first above written.

SIGNED, SEALED AND DELIVERED BY E-BIDD. COM, INC. per:

Name of Signatory:

-Title of Signatory:

DELIVERED BY LAURIER LMTED per:

SIGNED, SEALED AND

Name of Signatory:

-Title of Signatory:

详细内容见附件