Purchase Agreement

Purchase Agreement

by Siti-Sites.Com Inc
January 18th, 2000


                                                                    Exhibit 10.1

                               PURCHASE AGREEMENT

This Agreement made this 3rd day of January, 2000 (the "Agreement") by and
between Spectrum Information Technologies, Inc. doing business as Siti-Sites.com
("SITI") and Theodore Mazola ("Ted") is intended to provide for the purchase of
an e-commerce business and website owned and operated by Ted, known as Hungry
Bands.com, and his employment thereafter as an executive of SITI, on the terms
and conditions hereinafter set forth.

Now Therefore, in consideration of the mutual covenants and understandings set
forth herein, the parties do hereby agree as follows:

1.    Purchase of Business and Website. Ted hereby sells, assigns and transfers
      the e-commerce business and website of Hungry Bands.com to SITI,
      including, without limitation, all of their assets, properties, contracts,
      client lists, artist contracts, inventories, service contracts,
      receivables, proprietary information, website and related software,
      servers, computer equipment, records and other properties and assets in
      any form, subject to all existing liabilities, for future operation by
      SITI. A current balance sheet for such business and website, including
      HB.net, has been furnished to SITI and has been approved for this
      transaction, annexed as exhibit A. Among other assets, Hungry Bands.com is
      represented and warranted to include at least 1,500 bands under artist
      contracts, although some 1,000 thereof have not yet been uploaded into the
      website, and is currently attracting approximately 6,000 unique internet
      "hits" per month to its website.

2.    Payment in Shares of SITI. Ted shall be entitled to receive in payment
      50,000 shares of SITI common stock, on January 15, 2000; after transfer
      and ongoing operations of the website are secure and in working operation
      by SITI ( expected by February of 2000), Ted shall receive an additional
      50,000 shares of such common stock, and provided he has performed and
      complied with all the terms and conditions hereof, an additional 50,000
      shares thereof on June 30, 2000.

3.    Services. SITI shall hereafter employ Ted as its Vice-President/Technical
      Director to manage theHungry Bands.com website, and SITI's other websites,
      supervising the day to day operation thereof under the direction and
      control of SITI's management. Ted shall be employed at a salary of $68,000
      annually the first year, with increases contemplated based on his
      performance, along with bonuses and stock option or stock grants similarly
      based, all reviewable by SITI's management each six months, in a format
      further elaborated below.

      SITI has advanced Ted $4,000 during the past weeks, and expects to advance
      him $8,000 more within three months, to assist him in clearing personal
      debts to his last employer, all repayable in one year from the date
      hereof, unless SITI grants bonuses or other compensation to him which
      satisfies such obligation earlier. After two months, Ted shall also be
      included in SITI's insured medical/dental plan for employees and their
      families. Ted manages other website ventures, but has represented he is a
      full-time executive, and will devote all necessary time and attention to
      SITI's business during his employment hereunder, to maximize results at
      its several websites and other ventures.

      Ted will join with SITI's management in developing a series of goals for
      the coming year and each succeeding year, for all of SITI's websites for
      which Ted shall be responsible, including number of unique hits,
      integration of software from various sources, number of artists or similar
      benchmarks added to each site, additions of technical personnel, revenues
      and operating earnings or losses, acquisitions facilitated by Ted's
      efforts, and other corporate objectives within his executive control and
      attainment. An annual bonus in cash and/or stock shall be agreed upon by
      weighting each objective, and distributed each six months based upon the
      results achieved on such agreed goals at that point, by Ted and his team,
      each member thereof to share therein based on their respective
      contribution, as determined by Ted in conjunction with SITI management.

4.    Confidentiality Covenant. Ted agrees that while employed by SITI, he will
      not engage in any other business activity which, after his full disclosure
      thereof, conflicts with his obligations to build SITI as Technical
      Director of its websites. Any potentially competitive activities to SITI's
      operations shall be reviewed with its management. Furthermore, Ted shall
      keep confidential, and not use for his own account, all of the trade


      secrets, know-how, software, and other proprietary information and
      materials of SITI and its subsidiary and affiliated operations, including
      artists, promotions, customer or contact lists and other data which comes
      into his purview as a result of his activities on behalf of SITI. Ted
      acknowledges that the covenants set forth above are necessary for SITI's
      protection and that the nature and scope thereof are reasonable.

5.    Representations and Warranties. Ted makes the representations and
      warranties to SITI set forth herein and in exhibit B annexed hereto, which
      also contains representations and warranties by SITI to Ted as to its
      common stock and other matters.

6.    Piggy-Back Registration Rights. The shares being issued to Ted hereunder
      are not registered under the Securities Act of 1933, and will bear a
      legend restricting their marketability as set forth in exhibit C. SITI
      will grant Ted customary registration rights, on a pro-rata basis, along
      with other executives on all future SITI registered share offerings,
      subject to any underwriters' restrictions or conditions imposed thereon.

7.    Good Faith and Fair Dealings. The parties acknowledge that SITI's several
      websites and business plans are all start-ups with high risks and growth
      potential, and anticipate changes in focus or strategy. The parties
      foresee a continuing requirement of good faith, fairness and full
      disclosure in their dealings with each other , and each party agrees that
      such standards shall apply to all of such dealings.

8.    Miscellaneous. This Agreement and the exhibits annexed thereto contain the
      entire understanding of the the parties with respect to the subject matter
      hereof. No amendment or modification of this Agreement shall be valid or
      binding unless in writing and executed by the parties. This Agreement
      shall be governed by, construed and enforced in accordance with the laws
      of New York. Ted shall not assign any of his rights or obligations
      hereunder without the written consent of SITI.

In Witness Whereof, the parties have executed and delivered this Agreement as of
the day and year first above written.


Spectrum Information Technologies, Inc.      Theodore Mazola
 d/b/a Siti-Sites. com


By /s/ Lawrence M. Powers                    /s/ Theodore Mazola
- ------------------------------------         -----------------------------------
Lawrence M. Powers, Chairman/CEO             36 Fieldway Avenue
594 Broadway, Suite 1001, N.Y., N.Y.10012    Staten Island, N.Y. 10308