EXHIBIT 2.6


From:    Authoriszor Inc. & Authoriszor Holdings Limited
         Windsor House
         Cornwall Road
         Harrogate
         HG1 2PW

To:      Garcia Hanson
         Flat 5B
         Holland Park
         London
         W11 3TG

         Brian Edmondson
         Rosedean
         86 Ecclesfield Road
         Chapeltown
         Sheffield
         South Yorkshire
         S35 1TE


                                                                 December 4 2001

Dear Sirs

Acquisition by Authoriszor Inc. from Garcia Hanson and Brian Edmondson of all of
the issued  share  capital of WRDC  Limited  held by Mr Hanson and Mr  Edmondson
("Acquisition")

We hereby  agree that in addition to paying all our costs and  expenses we shall
pay the sum of (pound)5,000 plus VAT (total,  in aggregate)  towards those costs
and expenses  incurred by Mr Hanson and Mr Edmondson  exclusively  in connection
with the Acquisition  PROVIDED THAT any costs and expenses incurred by Mr Hanson
and Mr Edmondson in connection with the  Acquisition  over and above those which
we agree  to pay  under  this  letter  are  borne  in full by Mr  Hanson  and Mr
Edmondson.

We further  acknowledge  that such sum shall be paid  irrespective of whether or
not the Acquisition proceeds to completion.

Please acknowledge your agreement to the terms of this letter.

Yours faithfully





 ............................................

for and on behalf of Authoriszor Inc.








 ...........................................

for and on behalf of Authoriszor Holdings Limited





We hereby confirm our agreement to the above.





 ...............................           .....................................
Garcia Hanson                             Brian Edmondson