BETWEEN Hewlett-Packard (Canada) Ltd.
AND Advanced Interactive Canada Inc.
This Solutions Partner Agreement is entered into between Hewlett- Packard (Canada) Ltd., incorporated under
the laws of Canada and having a principal place of business located at 5150 Spectrum Way, Mississauga,
Ontario L4W 5G1 ("HP") and Advanced Interactive Inc., incorporated under the laws of the State of Nevada
and having a principal place of business located at #2101 - 1177 West Hasting Street, Vancouver, B.C., V6E
2K3 ("Solutions Provider").
a) HP manufactures and markets various computer, computer peripheral, computer management software tools,
software development tools, and instrumentation products (HP Products). Solutions Partner develops and/or
markets computer software products and associated support services as part of an integrated solution (including
HP hardware products) that is remotely managed via the Internet (the "Solution"), satellite, or
telecommunications. Solutions Partner agrees to market the Solutions Partner above integrated solution to users
of HP Products, and HP agrees to assist Solutions Partner in this marketing program, to the extent set forth in this
b) HP and Solutions Partner are not agents or legal representatives of each other and have no power or authority
to represent, act for, bind or commit each other with respect to any products. Neither execution nor performance
of this Agreement shall be construed to have established any joint venture or partnership.
c) HP and Solutions Partner agree that the Solutions Partner will only market and sell the software portion
Solution to end user customers (including the SchoolWeb Caching Server) to its customers exclusively on HP
products, both domestically and internationally, where HP products are made available for the Solution. HP will
use commercially reasonable efforts to have international subsidiaries make HP products available for the
Solution, but HP cannot guarantee that such products will be