Exhibit 10.36

                FIRST AMENDMENT AND EXTENSION OF LEASE AGREEMENT
                ------------------------------------------------

      THIS FIRST AMENDMENT AND EXTENSION OF LEASE AGREEMENT made and entered
into this 14th day of Nov. 2002 by and between CB Partners Limited Partnership,
an Ohio Limited Partnership (hereinafter referred to as "Landlord") and KarlNet,
Inc., an Ohio Corporation (hereinafter referred to as "Tenant").

                                   WITNESSETH:
                                   -----------

      WHEREAS, a Lease dated January 30, 2001 (hereinafter referred to as
"Lease") was entered into between Landlord and Tenant in which Tenant leased
approximately 6,376 square feet of space from Landlord identified as Suite 100
("the Premises") on the first floor of a certain premises in the Building known
as at 525 Metro Place North, Dublin, Ohio, 43017.

      WHEREAS, Landlord and Tenant now wish to modify and extend the Lease for
an additional period of five (5) years and three (3) months; and

      NOW THEREFORE, in consideration of the mutual covenants, conditions, and
agreements hereinafter contained, Landlord and Tenant hereby agree as follows:

      1.    Paragraph I of the Lease shall be modified to reflect a term for an
            additional period of five (5) years and three (3) months, commencing
            on December 1, 2002, and ending on January 31, 2008 ("Extended
            Term").

      2.    Paragraph 3 of the Lease shall be modified to reflect that Tenant
            shall pay to Landlord as Base Rent for the Premises during the
            Extended Term as follows:

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------
       Per Sq. Ft.         Annual                Monthly            From                    To
------------------------------------------------------------------------------------------------------
<S>                       <C>                   <C>           <C>                   <C>
         $13.00           $82,888.00           $6,907.33      December 1, 2002      November 30, 2003
------------------------------------------------------------------------------------------------------
         $13.50           $86,076.00            $7173.00      December 1, 2003      November 30, 2004
------------------------------------------------------------------------------------------------------
         $14.00           $89,264.00            $7438.67      December 1, 2004      November 30,2005
------------------------------------------------------------------------------------------------------
         $14.75           $94,046.00            $7837.17      December 1, 2005      November 30, 2006
------------------------------------------------------------------------------------------------------
         $15.50           $98,828.00            $8235.67      December 1, 2006      January 31, 2008
------------------------------------------------------------------------------------------------------
</TABLE>

      3.    Tenant Improvement Allowance:
            -----------------------------

            Landlord will provide up to $6.00 per square foot for Tenant
            Improvements installed by Tenant during the first two years of The
            Extended Term, provided Tenant abides by Rules and Regulations
            regarding any construction within-the Building. Landlord will
            reimburse Tenant within 30 days for said Tenant Improvements once
            lien waivers have been provided to Landlord for work done within the
            space. Tenant Improvement money must be used only to improve the
            space and shall not be spent on furnishings, fixtures or personal
            property. Tenant agrees to abide by Section 10 of the Lease.

      4.    Base Year:
            ----------

            Paragraph 4 (a)(iv)  shall be modified to read as follows:  The term
            "Base Year" shall mean 2003.

<PAGE>

      5.    HVAC:
            -----

            Landlord  shall  have all units  inspected  at  Landlord's  cost and
            expense and if necessary repaired and balanced at Landlord's cost.

      6.    Option on First Floor Space:
            ----------------------------

            RIGHT OF FIRST REFUSAL: During the Term and upon the terms and
            conditions set forth in this Section, Landlord grants to Tenant the
            right and option (the "Option") to lease any first floor space in
            the Building and which becomes available for lease during the Extend
            Term (the "Option Space") on the same terms and conditions
            (including but not limited to the Base Rent and TI), for the
            duration of the Extended Term as are then applicable to the Premises
            provided Tenant has given Landlord at least ten (10) business days
            notice that it desires to lease an Option Space that becomes
            available, then in such case Landlord shall offer the Option Space
            to Tenant and thereafter Tenant shall have five business days to
            commit in writing to lease all, and only all, of the Option Space on
            substantially the same terms and conditions as contained herein,
            except the term shall be for a period of not less than three (3)
            years from the date Tenant takes occupancy and rent and TI allowance
            shall be negotiated in good faith by the Parties to the . extent
            they extend the original Term. To the extent TI covers the time
            period of the original Term then the TI shall be that same as set
            forth herein, except TI shall be prorated on a straight line basis.
            In the event Tenant so commits to lease the Option Space, Landlord
            and Tenant shall, use good faith efforts to enter into a new lease
            (or an amendment to this lease) for the Option Space within 10
            business days thereafter. In the event Landlord and Tenant fail to
            enter into such a lease within that ten (10) business day period,
            Tenant shall be deemed to have waived the Option and this paragraph
            shall be null and void. To the extent any Option Space is available
            at the execution of the Lease, Landlord agrees to provide Tenant
            with written notice upon receipt or oral request for a proposal to
            lease any Option Space to a third party. Landlord has previously
            granted a First Option on any space in the building to Cisco. Tenant
            acknowledges that this Option is subservient to Cisco's Option. To
            the extent Cisco exercises it's Option for space on the first floor
            Landlord shall not be obligated to lease to Tenant and shall not be
            in default of its obligations hereunder.

      Except as set forth above, all other Terms and Conditions of the above
described Lease and Extension and Modifications shall remain the same and in
full force and effect.

                                             LANDLORD:
                                             CB Partners Limited Partnership

                                             By: /s/ James A. Carney
                                                 -------------------
                                             James A. Carney


                                             TENANT:

                                             By: /s/ Douglas Karl
                                                 -------------------
                                             Its President