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                                                                   Exhibit 10.14


  [LOGO]
intermedia
COMMUNICATIONS


       December 14, 1998

       Ms. Nancy Faigen
       35 Wicks End
       Wilton, Connecticut 06897

       Dear Nancy:

       It is with great pleasure that I offer you the position of President and
       General Manager, WebSite Management Division with Intermedia
       Communications Inc., located in Beltsville, Maryland. We anticipate that
       you will accept this offer immediately, and officially assume this
       position on December 14, 1998.

       This is an important officer position within the Company, which reports
       directly to Jim Geiger, Senior Vice President, Chief Marketing Officer.
       The annual base salary is $225,000 (based on 52 weeks service). We
       recognize that by accepting this position and starting with us
       immediately, you will forego a substantial amount of compensation and
       other benefits from your former employer. In order to offset the
       financial impact to you and in recognition of your commitment to us, we
       are pleased to offer you a signing bonus to be dispensed as follows:


       .  A $125,000 signing bonus will be provided in two installment: $50,000
          on January 2, 1999 and $75,000 on August 1, 1999. This amount is
          guaranteed without restrictions or requirements.

       .  An additional $150,000 signing bonus will be provided in two
          installments: $50 000 on the date you accept this offer and the
          remaining $100,000 will paid on April 1, 1999 provided you are still
          employed with us on that date.

        In recognition of our commitment to you, we do ask that you warrant, by
        your acceptance of this position and the associated bonus, that you are
        not subject to or a party to any agreement with your former employer
        that would restrict or otherwise prohibit you from accepting this
        position with Intermedia.

        In addition, this position has an annual management incentive
        compensation target opportunity of 45% of base salary ($101,250). For
        1999, you will be eligible for this entire bonus opportunity, based on
        performance. This bonus opportunity is contingent upon the achievement
        of revenue, server units in service, EBITDA, capital expenditure, and
        headcount. You will be eligible for a performance and salary review on
        January 1, 2000.

        This offer includes a stock option grant covering 100,000 shares of
        common stock subject to approval by the Compensation Commitee of the
        Board of Directors. This grant will vest in equal installments over the
        60-month period commencing with the date of your employment by the
        Company, subject to customary terms contained in the standard incentive
        stock options issued by the Company under the Plan. For pricing
        purposes, the date of the grant will be deemed to be the date upon which
        the option has bean approved by the Compensation Committee of the Board
        of Directors. This grant will immediately vest upon a change in control
        of the Company, if followed by termination of your employment with the
        Company under certain conditions within twelve months thereafter.

        As an employee of Intermedia, you will be entitled to all employee
        benefits: Medical insurance, medical and prescription drug card, dental
        insurance, short-term and long-term disability, life insurance, 401(k)
        Plan, educational reimbursement, holidays, sick leave, military leave,
        bereavement leave, voting time off and jury duty leave, and supplemental
        executive life insurance. Assuming you start on December 14, 1998 your
        medical benefits will be effective January 1, 1999. You will be eligible
        for 3 weeks of paid vacation per year, including your first year of
        employment.
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        Page Two
        December 14, 1998

        This offer includes a relocation allowance of up to $125,000. Subject to
        this limit, you will be reimbursed for relocation expenses (documented
        by receipts) in accordance with Intermedia's Relocation Policy, a copy
        of which is attached. Reimbursable expenses include items such as
        transportation of you and you family, movement of household goods, real
        estate commission for the sale of the old home, closing costs associated
        with the purchase of the new home, incidental expenses and house hunting
        trips. The Company will "gross up" the taxable elements of this
        reimbursement. The "gross up" is not considered part of the relocation
        allowance.

        In order that we demonstrate our sensitivity to individual needs during
        the relocation period, you will note in the description of the
        relocation policy that the Company may also provide temporary housing
        expenses for a period of up to six months, separate from the relocation
        allowance itself. This is subject to advance agreement with your
        supervisor and normally includes the provision of a furnished apartment
        facility in Maryland and reimbursement of up to two trips per month
        during the relocation period between Maryland and your former residence.
        Individual needs vary greatly, so please discuss your specific needs
        with Jim Geiger.

        This relocation allowance and temporary housing expenses wi1l be
        forgiven over a 12-month period at a rate of 1/12 per month, commencing
        on the date of your last relocation reimbursement. If you voluntarily
        terminate your employment with Intermedia prior to the end of this
        12-month period, the relocation balance that exceeds the forgiven amount
        must be repaid to the Company.

        Please contact Lois Durham, Human Resources, (813) 829-4518, to commence
        the administration of your relocation.

        Nancy, we sincerely believe that Intermedia has an exciting future,
        filled with substantial opportunity for business growth and success. We
        also feel that you are a very talented person with significant potential
        to help us grow and succeed. We are excited about the prospect of you
        joining the Intermidia team.

        Sincerely.

        /s/ David C. Ruberg

        David C. Ruberg
        President and CEO

        Attachments

        By signing below I accept this offer.

        /s/ Nancy G. Faigen           12/14/98
        ----------------------        --------
        Signature                     Date


        Please return the signed offer 1etter and relocation agreement to Trevor
        Dignall, Senior Vice President, Human Resources, in the enclosed, pre-
        addressed envelope.
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Digex keeps e-business in business(SM)           [LOGO] digex(SM)

                                                            One Digex Plaza
                                                            Beltsville, MD 20705
                                                            www.digex.com

                                                            301.847.5000
                                                            Fax 301.847.5215




                                       July 9, 1999



   Ms. Nancy G. Faigen
   One Digex Plaza
   Beltsville, Maryland 20705

   Dear Nancy:

             This will confirm the changes we have agreed upon in your
   employment arrangement with Digex as follows:

             (a) Your base salary is $225,000 per year and your annual bonus
   opportunity is 50% of your base salary.

             (b) If the pending initial public offering of Digex common stock
   becomes effective, you will be granted Digex stock options covering an
   aggregate of 300,000 shares of common stock. The options will be exercisable
   as to 50% of the shares at an exercise price equal to $5.00 per share and as
   to the balance of the shares, at an exercise price equal to the initial
   public offering price. Options covering 25% of the shares will vest one year
   following the date of grant and the balance will vest in equal quarterly
   installments over the next three years so long as you continue to be employed
   by Digex. Following the occurrence of a change of control, all unvested
   installments of the options will vest if your employment is terminated by
   Digex (other than for cause as defined herein) or, if earlier, one year
   following the date of occurrence of the change of control if you continue to
   be employed by Digex at that time.

             (c) Your title will be President, Sales and Service Delivery Group
   of Digex.

             (d) Your existing Intermedia stock options shall continue in full
   force and effect following consummation of the initial public offering of
   Digex common stock.

             For purposes of this letter:

             "Change of Control" means: the sale, exchange or transfer of common
             stock of Intermedia or of Digex, whether in one transaction or a
             series of related transactions occurring within one year, which
             results in an accumulation of 50% or more of the outstanding shares
             of common stock (on a fully diluted basis) of
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Digex keeps e-business in business(SM)           [LOGO] digex

                                                            One Digex Plaza
                                                            Beltsville, MD 20705
                                                            www.digex.com

                                                            301.847.5000
                                                            Fax 301.847.5215

             Intermedia or of Digex in one holder or several affiliated holders
             (or any such transaction(s) occurring within six months that result
             in an accumulation of at least 35% of such shares of common stock
             (on a fully diluted basis)) or an event involving the sale or
             merger of Intermedia or of Digex or their respective assets which
             results in the holders of shares of common stock immediately prior
             to the occurrence of such sale or merger holding less than a
             majority of the outstanding shares of common stock immediately
             thereafter.

             "Cause" means: (i) any conduct or behavior by you that would
             reasonably be expected to have a material adverse affect on
             Intermedia's or Digex's business or reputation, (ii) commission by
             you of an act involving moral turpitude or dishonesty, including
             fraud, (iii) your material failure to reasonably perform your
             duties for Digex or (iv) your willful failure to perform or abide
             by any lawful directions or instructions of Digex consistent with
             your capacity as a senior executive of Digex.

             Except as amended hereby, the terms of your original offer letter
   continue in full force and effect. If the foregoing is acceptable to you,
   please sign in the space provided below and return to me one fully executed
   copy of this letter. Nothing in this letter will be deemed to affect the at
   will status of your continued employment by Digex.

                                       DIGEX, INCORPORATED


                                       By:/S/ Mark Shull
                                          ----------------------------------
                                          Mark Shull, President and Chief
                                            Executive Officer

   Agreement with terms
   of letter confirmed:

   /S/ Nancy Faigen
   ----------------------------------
   Nancy G. Faigen