EXHIBIT 10.10

                              REDEMPTION AGREEMENT


This Redemption  Agreement (the  "Agreement") is made and entered into effective
as of the 15th day of April, 1999, by and between OneSource Technologies,  Inc.,
a Delaware  corporation  ("OneSource"  or the "Company") and Ahlawyss Fulton and
Pamela  Fulton,  husband and wife,  dealing with their  community  property (the
"Fultons").

                                    Recitals

Whereas, as a result of the Stock Exchange Agreement executed  contemporaneously
with this Agreement, the Company shall become the record and beneficial owner of
1,000 shares of Net Express,  Inc. ("Net  Express") $1.00 par value common stock
(the "Net Express Stock"), and

Whereas,  as a result of that same Stock Exchange  Agreement,  the Fultons shall
become  the  record  and  beneficial   owner  of  727,946  shares  of  OneSource
Technologies, Inc. $.001 par value common stock, (the "OneSource Stock"), and

Whereas,  the  parties  hereto  each desire to provide the other with a right of
redemption  of  their  respective  shares,  which  right  of  redemption  may be
exercised  unilaterally by either party during the term of this  Agreement,  for
consideration  in the  form  of the  Stock  received  by  them  in the  original
transaction;

Now Therefore,  in consideration of the mutual promises and covenants  contained
herein, and other valuable  consideration,  the receipt and sufficiency of which
is hereby acknowledged, the parties hereto agree as follows:

                                   Agreements

1. Redemption Right of Fulton.  At any time,  during the term of this Agreement,
as set forth in  paragraph 2 below,  Fulton or the Company may require the other
to  redeem  the Stock  received  by them as the  result  of the  Stock  Exchange
Agreement. This right of redemption may be exercised by written notice signed by
the party claiming redemption, together with the tender of the Stock received by
the redeeming party with stock powers thereon duly executed,  or with a separate
duly executed stock power attached  which shall be in form  satisfactory  to the
party  receiving the redeemed  Stock.  Upon exercise of the redemption  right by
either party in accordance with the terms of this Agreement, the party receiving
notice shall redeem the Stock by tendering to the party claiming  redemption the
Stock received in the Stock Exchange  Agreement.  The stock exchange pursuant to
this  Agreement  shall occur within ten (10) days of the date of the  redemption
notice by Fulton.

2. Term of Agreement.  The Term of this Agreement  shall  commence  concurrently
with the execution of the Stock  Exchange  Agreement and shall expire at 5:00 PM
Mountain Standard Time on July 1, 1999. Notices received after the expiration of
the Agreement shall not be effective to exercise the redemption right.

3. Maintenance of Shares During Term of Agreement. The Parties, as to the shares
held by each of them respectively, agree, during the Term of this Agreement, not
to sell, pledge, encumber,  hypothecate,  gift, dispose of or otherwise take any
action or fail to take any action which would prevent or hinder their ability to
perform under this Agreement. Any shares exchanged under this Agreement shall be
free and clear of all liens or other encumbrances, and shall be the wholly owned
property  of the  party  tendering  such  shares.  So long as it  maintains  the
specific  shares of Net Express as required by this  Agreement,  nothing in this
Agreement  shall  prohibit  OneSource from entering into other  Agreements  with
other parties which would require  preferred  dividend payments or redemption of
other  stock for money or other  consideration  not  affecting  the Net  Express
stock.


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4. Specific Performance.  If either party fails to purchase or deliver Shares as
required  under this  Agreement,  it will be  impossible  to  measure  the money
damages  proximately  resulting  therefrom,  and the other  party  shall  suffer
irreparable  injury as a proximate  result of such  breach.  In the event that a
party  hereto  institutes  an  action  or  proceeding  to  compel  the  specific
performance of this Agreement by one in default, the Parties hereto hereby waive
the claim or defense  that there may exist an  adequate  remedy at law and agree
that  injunctive  relief  and  specific  performance  shall be a just and proper
remedy upon such breach.

5. Further Actions Upon Redemption. Upon Notice of Redemption by either party as
provided herein, the Parties shall take the following actions:

     a) Fulton shall:

          1) Resign  all  positions  which  they or he may hold  with  OneSource
          Technologies, Inc.

          2) Return all  information or copies thereof or property  belonging to
          OneSource or its clients to OneSource.

          3) Fulton  shall not contact any client of  OneSource  with respect to
          any business in  competition  with  OneSource  for a period of one (1)
          year from the date of the Notice of Redemption.

     b) OneSource shall:

          1) Cause its  executives to resign all  positions  which they may hold
          with Net Express.

          2) Return all  information or copies thereof or property  belonging to
          Net Express or its clients to Net Express.

          3)  OneSource  shall not  contact any client of Net  Express,  as such
          clients  existed on or before April 15, 1999, for a period of one year
          from the date of the Notice of Redemption.

For purposes of this  Agreement,  clients of OneSource shall include all clients
of OneSource as the existed prior to April 15, 1999 together with all clients as
they are developed by OneSource or Net Express after that date.

     c) Fulton shall not be required to return any salary  earned as an employee
of OneSource or Net Express after April 15, 1999 through the termination of this
Agreement.  The  Employment  Agreement,  executed  as of the  same  date as this
Agreement,  shall  be  terminated  as of  the  date  of  redemption  under  this
Agreement.

     d) Fulton and OneSource shall make  arrangements at the date of termination
for repayment of any loans or guarantees  from OneSource to Net Express.  In the
event an alternative  Agreement is not reached, any loans shall be repaid within
six (6) months of the date of Redemption.

6.  Modification  and Waiver.  The Parties may amend,  modify or supplement this
Agreement  in such manner as may be agreed upon by all of the parties in writing
at any  time.  The  failure  of any  party  at any  time  or  times  to  require
performance  of any  provision  hereof  shall in no manner  affect such  party's
rights at a later date to enforce  the same.  No waiver by any party of a breach
of any term, representation, or warranty contained in this Agreement, whether by
conduct  or  otherwise,  in any one or more  instances  shall be deemed to be or
construed as a further or continuing waiver of such condition,  breach or waiver
of any condition or of the breach of any other term, covenant, representation or
warranty of this Agreement.

7. Notices. Any notices or other communications  required or permitted hereunder
shall be deemed  to have been duly  given  when  delivered  personally,  sent by
registered or certified mail  or  postage prepaid (return receipt requested), to

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the party to whom such notice or  communication  is addressed  at the  following
addresses  (or at such other  address for a party as shall be  specified by like
notice:

Fulton:                        Ahlawyss Fulton
                               Pamela Fulton
                               9201 North 29th Avenue
                               Suite 302
                               Phoenix, Arizona 85051



The Company:                   OneSource Technologies, Inc.
                               2329 West Mescal
                               Suite 304
                               Phoenix, Arizona 85029

Copy to:                       James A. Deer
                               16060 North 81st Street
                               Suite 1
                               Scottsdale, Arizona 85260

8. Expenses.  The Company and Fulton shall bear their own expenses in connection
with this Agreement.


9. Further  Assurances.  Fulton and the Company  agree that at any time and from
time to time after the date  hereof  they will  execute and deliver to any other
party such further  instruments  or documents as may  reasonably  be required to
give effect to the transactions contemplated hereunder.

10. Non-Assignment. This Agreement and the Stock held subject to its terms shall
not be assignable by any party without the written  consent of all other parties
hereto. Subject to the foregoing, this Agreement shall be binding upon and inure
to the benefit of the respective successors and assigns of the parties hereto.

11.  Counterparts.  This Agreement may be executed in any number of counterparts
with the same effect as if the signatures to each counterpart were upon the same
instrument.

12. Entire  Agreement/Captions.  This  Agreement and the  attachments  to it set
forth the entire understanding of Fulton and the Company and supersede all prior
agreements, arrangements and communications, whether oral or written, between or
among them with respect to the subject matter hereof. Captions appearing in this
Agreement  are for  convenience  of  reference  only and  shall not be deemed to
explain, limit or amplify the provisions hereof.

13.  Governing  Law.  This  Agreement  shall be  governed  by and  construed  in
accordance with the laws of the State of Arizona.

14.  Severability.  If any provisions  contained in this Agreement shall for any
reason  be  held  invalid,   illegal  or  unenforceable  in  any  respect,  such
invalidity,  illegality  or  unenforceability  shall not  invalidate  the entire
Agreement.  Such  provisions  shall  be  deemed  to be  modified  to the  extent
necessary to render it valid and enforceable and if no such  modification  shall
render it valid and enforceable  then the Agreement shall be construed as if not
containing such provision.

15. Time of the Essence.  Time is of the essence with respect to this  Agreement
and all matters covered thereby.


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16. No Third  Party  Beneficiaries.  Nothing  herein  expressed  or  implied  is
intended  to confer  upon any  person,  other than the  Parties  hereto or their
respective permitted assigns, successors,  heirs and legal representatives,  any
rights  remedies,  obligations  or  liabilities  under  or  by  reason  of  this
Agreement.

IN WITNESS  WHEREOF,  the Parties  hereto have caused this  Agreement to be duly
executed as of the date first herein above written.


        One Source Technologies, Inc.,
        a Delaware corporation

        By: /s/ Donald Gause
        ------------------------------
        Its: Corp. Secretary


          /s/ Ahlawyss Fulton
        -------------------------------
        Ahlawyss Fulton

          /s/ Pamela Fulton
        -------------------------------
        Pamela Fulton




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