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                                                                   EXHIBIT 10.22

                             CONTRACT OF EMPLOYMENT

     1.   PARTIES

     (1)  APROPOS TECHNOLOGY LIMITED ("the Employer")

     (2)  DAVID ASHWORTH ("the Employee")

     2.   DATE OF EMPLOYMENT

          The Employee's employment commenced on 19th November 2001.

          The Employee's period of continuous employment for the purposes of the
          Employment Rights Act 1996 commenced on 19th November 2001.

     3.   NATURE OF EMPLOYMENT

          The Employee is employed as SENIOR VICE PRESIDENT, EMEA

          The Employee shall carry out such duties as shall from time to time be
          assigned to him/her by the Employer.

          The Employee is not authorised to bind the Employer in any contract
          for sale or provision of services by them.

          The Employee will be expected, on a daily basis, to report to and
          liaise with his/her Line Manager.

          The Employee agrees that he will spend the whole of his time and
          attention on the Employer's business and that during the term of
          his/her employment with the Employer he/she will not engage in any
          other employment, occupation, consulting or other business activity.

     4.   PROBATIONARY PERIOD

          There will be an initial probationary period of 1 month during which
          time (1) there shall be no right to holiday (2) the disciplinary
          procedure will not apply and (3) either the Employer or the Employee
          may terminate the Employee's employment on 1 week's notice. After the
          probationary period either party may only terminate the contract by
          giving written notice in accordance with Clause 5 below.

     5.   NOTICE OF TERMINATION

          In order to terminate the employment under this contract, the Employee
          is required to give to the Employer, and the Employer is required to
          give to the Employee 6 month's written notice.

          [After notice has been served by the Employer or the Employee the
          Employer may:

          (a) require the Employee to carry out no duties; or

          (b) require the Employee to remain away from the office; or

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          (c)  require the Employee to carry out such duties as the Employer
               may require Provided that such duties are of a standard
               appropriate to the Employee's job description.

          For the avoidance of doubt the Employee shall remain an employee of
          the Employer during the notice period and will continue to be bound by
          the terms of this contract.]

     6.   REMUNERATION

          The Employee's gross remuneration will be L 140,000 per annum basic
          (plus commission payments as outlined in the annual compensation plan
          outlined separately) and shall be paid monthly in arrears net of tax
          and national insurance and shall be deemed to accrue from day to day
          based on a 5 day working week.

          Salaries are normally paid by direct transfer to the Employee's bank
          account on the twentieth day of the month except that, where such day
          does not fall on a working day, payment will be made on the next
          working day.

     7.   EXPENSES

          The Employee shall be reimbursed all reasonable expenses properly
          incurred in discharge of the Employee's duties in accordance with this
          contract and subject to any other instructions or regulations issued
          by the Employer from time to time. As a pre-condition of payment, the
          Employee will be expected to produce vouchers, receipts, or other
          evidence of the expenses in respect of which the Employee claims
          reimbursement.

     8.   OTHER BENEFITS

          In addition to the above remuneration the Employee shall be entitled
          to:

          (a)  PRIVATE HEALTH COVER: The employee and immediate family
               members (spouse, children etc) will be provided with private
               health cover, currently provided through BUPA
          (b)  CAR ALLOWANCE: The employee will qualify for a car allowance
               of L 9,600 per annum payable monthly along with salary. Mileage
               is reimbursed according to cubic capacity of vehicle in
               accordance with Inland Revenue recommendations.

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          (c)  GROUP PERSONAL PENSION SCHEME: the Employee shall be eligible
               to join the Apropos Pension Scheme ("the Scheme") provided by
               Standard Life, which provides the benefits associated with a
               personal pension, but administered as a company scheme whilst the
               employee remains employed by the company.

               The company will contribute 5% of salary, car allowance and
               bonus/commission, into a Group Personal pension Scheme. Your
               contribution should you join, will be 3% of the same gross
               figure, although you may pay an increased contribution if you so
               desire.

               Membership of this scheme is voluntary however the sum
               contributed by the company will not be contributed to any other
               scheme.

          (d)  LIFE ASSURANCE: The Employee will qualify for Life Assurance
               at four times basic salary, normally commencing from the day of
               joining, but subject to a suitable medical examination.

          (e)  PERMANENT HEALTH INSURANCE: The Employee will qualify for
               Permanent Health Insurance at 75% of their combined base salary
               plus car allowance plus on target bonus and commissions, less the
               basic State Incapacity Benefit. Membership of this scheme will
               normally be from the date of joining the company.

          (f)  STOCK OPTIONS: A recommendation will be made to the board of
               Apropos Technology Inc to issue you with an initial incentive
               stock option (ISO) of XXXX shares of Apropos Stock. The ISO has a
               standard twelve-month probation period after which on the first
               anniversary date you will vest he first twelve months and accrue
               1/48 of the total option each month thereafter until the option
               is fully vested at four years. This option has an exercise price
               of $AAA per share. Upon exercise of any shares under the option
               granted and described above, you must pay the exercise price for
               each share exercised.

          To the extent that any of the benefits are taxable the Employee will
          be responsible for all those liabilities.

     9.   PLACE OF WORK

          The Employee's primary place of work will be at Building B, Sefton
          Park, Stoke Poges, Buckinghamshire.

          In addition the Employee will be required to work at such other places
          as the Employer may from time to time specify for the performance of
          the Employee's duties.

          If the Employer requires the Employee to change his/her residence the
          Employer will reimburse such removal and other incidental expenses as
          the Employer considers reasonable in the circumstances. In addition,
          the Employee shall travel to such parts of the world as the Employer
          may direct or authorise. If the Employer requires the Employee to work
          outside the United Kingdom for a period of more than one month it will
          provide him with written details of any terms and conditions which may
          apply to that work and his/her return to the United Kingdom.

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     10.  HOURS OF WORK

          The normal working hours of the Employee will be from 9.00 a.m. to
          5.30 p.m. on Mondays to Fridays. The Employee will be entitled to an
          hour's lunch break during each working day.

          In addition the Employee shall be required to work at such other times
          as the Employer may reasonably require to meet the needs of the
          business. The Employee will not receive additional payment for such
          further work.

     11.  HOLIDAYS

          (a)  ANNUAL HOLIDAYS

               The Employee's annual paid holiday entitlement is 23 working days
               in each complete year of employment. Holiday entitlement will
               accrue pro-rata to each completed month of employment.

               The Employee is required to submit a holiday request form to
               his/her Line Manager for approval for all periods of leave.

               The holiday year runs from January 1st to December 31st.

               It is not permitted to carry forward holiday entitlement from one
               holiday year to the next nor will payments in lieu be made in
               respect of holiday not taken in the relevant holiday year.

               The Employee must ensure that there is no unnecessary overlapping
               with the holidays of other staff who would be responsible for the
               Employee's duties whilst he/she is on holiday.

               Holiday pay on termination of employment will be calculated by
               establishing the number of days holiday accrued in the holiday
               year up to the date of termination and subtracting from this the
               number of days taken during the current holiday year. The number
               of days remaining, if any, will be paid.

          (b)  BANK HOLIDAYS AND PUBLIC HOLIDAYS

               In addition to annual holidays the Employee shall be entitled to
               paid holidays on all statutory and public holidays together with
               any additional holidays awarded by the Employer.

     12.  SICKNESS OR INJURY

          Absence due to sickness or injury must be notified to the Employee's
          Line Manager, or to the Managing Director if the Line Manager is not
          available, before 10.00 a.m. on the first day of sickness together
          with an estimate of the period of absence envisaged. Any change in the
          estimated period of absence must be notified as soon as possible.

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          If the absence continues for more than 5 continuous working days a
          certificate from the Employee's doctor should be submitted explaining
          the nature of the sickness or injury.

          During all periods of absence due to sickness or injury the Employee
          should keep the Employer informed as to his/her likely date of return.

          A Form SC2 (Self-Certification of Sickness) is required in all cases
          of uncertified sickness.

          The Employee shall be entitled to statutory sick pay in accordance
          with the Social Security and Housing Benefits Act 1982 (as amended),
          and any other payment will be at the discretion of the Employer.

          If the Employee is absent for more than 12 weeks in any 12-month
          period due to sickness or injury then the Employer is entitled to
          terminate the employment.

     13.  MATERNITY LEAVE/MATERNITY PAY

          Employees with the requisite period of service will, if pregnant, be
          entitled to statutory maternity pay and statutory maternity leave.

          Full details of the relevant regulations and entitlements may be
          obtained on request from Managing Director.

     14.  RETIREMENT

          The Employee's employment shall, unless alternative arrangements are
          made in writing, terminate automatically upon the Employee reaching
          the age of 60. This may be extended by written consent of the
          Employer. The exact day on which the Employee is expected to leave
          should, however, be agreed at least one month in advance with the
          Employer.

     15.  HEALTH AND SAFETY

          The Employee is bound to comply with the duties imposed by the Health
          and Safety at Work Act 1974 or any substitution thereof or amendment
          or alteration thereto ("the Act") and the Health and Safety
          Regulations made or to be made under the Act and in particular with
          the duties set out under section 7 of the Act which require an
          employee to:

          (a)  take reasonable care for the health and safety of him or
               herself and of others who may be affected by his/her acts or
               omissions at work;

          (b)  as regards any duty imposed on the Employer or any other
               person, co-operate with the Employer so far as is necessary to
               enable that duty to be performed or complied with.

     16.  GRIEVANCE PROCEDURE

          If the Employee has any grievance relating to his/her employment
          he/she should raise it in the first instance within 7 days either
          orally or in writing with his/her Line Manager. If the grievance is
          not satisfactorily resolved in this way then the Employee has a
          further 7 days in which to raise the matter in writing with the
          Managing Director. The Managing

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          Director then has 7 days from receipt to make a decision and
          communicate that decision in writing to the Employee. The decision of
          the Managing Director shall be final.

     17.  DISCIPLINARY PROCEDURE

          The Employer accepts that it is in the interests of good relations
          with its staff to ensure that there is a fair and proper disciplinary
          procedure.

          Any Employee who departs from normally expected standards or who
          violates the Employer's rules will be liable to disciplinary action.

          (a)  In the following circumstances, which are intended by way of
               example only and not by way of a complete list, the Employee will
               be dismissed summarily by written notice to operate from the date
               of such notice and the Employee will not be entitled to any
               further payment under his/her terms of employment except such sum
               as has accrued and is due at the date of termination:

               (i)   refusing to carry out any proper direction given in the
                     course of the employment

               (ii)  improperly divulging to any third party any information
                     regarding the Employer, its employees or any person with
                     whom the Employer deals

               (iii) committing any act or divulging any information which is
                     contrary to or damages the interests or objectives of the
                     Employer

               (iv)  committing any criminal offence which in the opinion of the
                     Employer makes the Employee unsuitable for the type of work
                     that the Employee is employed to do or may reasonably be
                     expected to do or which makes him/her unacceptable to other
                     employees

               (v)   dishonest conduct

               (vi)  violent, obscene or abusive behaviour towards other
                     employees or officers of the Employer

               (vii) serious or wilful breach of the Employee's duties.

          (b)  With the exception of acts of the nature referred to in (a)
               above, the following disciplinary procedure will be adopted. The
               stages will normally be implemented in order but action may start
               at any stage in the event of serious misconduct or an aspect of
               poor performance that creates a risk to other employees.

               (i)   On the first occasion that an Employee fails to reach the
                     standards required, the Employee will receive a formal
                     verbal warning.

               (ii)  If the required improvement is not made, or if the first
                     offence is considered too serious for a formal verbal
                     warning, the Employee will receive a formal written
                     warning.

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               (iii) Continued failure to achieve the required improvement, or
                     further transgressions, will result in a final written
                     warning being issued.

               (iv)  Failure to comply with the conditions of a final written
                     warning will result in dismissal after the requisite period
                     of notice or payment of salary in lieu thereof.

               The following, which are intended by way of example only and not
               by way of a complete list, are examples of conduct warranting
               disciplinary action:

               (i)   poor timekeeping

               (ii)  poor attendance

               (iii) inadequate or incompetent performance of the Employee's job

               (iv)  failure to comply with the Employer's established
                     procedures, as notified from time to time

               (v)   attending the Employer's premises or engaging in the
                     Employer's business whilst under the influence of alcohol
                     or unlawful drugs

               (vi)  rudeness or discourtesy to people with whom the Employer
                     deals or to other employees.

          (c)  The Employer reserves the right to suspend the Employee on
               full pay pending investigation where the Employer has reasonable
               grounds to believe that the Employee's continued employment might
               be prejudicial to the Employer's business or other employees.

          (d)  The Employer reserves the right to exclude the Employee from
               the premises during his/her period of notice and shall be under
               no obligation to provide any work for the Employee or to assign
               him/her any duties.

          (e)  If the Employee has outside interests which in the opinion of
               the Employer conflict with its interests, the Employee may be
               asked to leave the service of the Employer.

          (f)  The Employer reserves the right to suspend the Employee
               without pay as a disciplinary measure.

          (g)  The Employee may appeal in accordance with the provisions of
               the grievance procedure set out in Clause 16 above against any
               disciplinary action taken.

     18.  SEXUAL HARASSMENT

          Apropos Technology considers that sexual harassment in the workplace
          is unacceptable and will treat all complaints seriously.

          An Employee who feels that he/she has been subjected to sexual
          harassment should raise the matter with his/her Line Manager under the
          terms of the grievance procedure set out in

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          Clause 16 above.

          An Employee who is found to be the perpetrator of harassment will be
          liable to disciplinary action under the terms of the disciplinary
          procedure set out in Clause 17 above. The Employer may exercise its
          discretion as to the disciplinary measures which will be taken,
          depending on the nature of the conduct.

     19.  CONFIDENTIAL INFORMATION

          The Employee agrees and undertakes not to discuss, divulge, or make
          use of, either directly or indirectly, otherwise than in the proper
          performance of his/her duties hereunder, any information relating to
          the business of the Employer. This obligation shall continue after the
          termination of the Employee's employment. The Employee accepts that a
          breach of this undertaking may result in the termination of the
          Employee's employment or the institution of legal proceedings if at
          the date of the breach the employment has already been terminated.

     20.  DUTIES UPON TERMINATION

          Upon the termination of the Employee's employment the Employee will
          return to the Employer all documents, computer software and other
          property belonging to the Employer, without making or retaining copies
          thereof.

SIGNED by Jeffrey Cordes
for and on behalf of the Employer

/s/ Jeffrey Cordes

Date: February 4, 2003


SIGNED by  David Ashworth (the Employee)


/s/ David Ashworth

Date: February 4, 2003

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