EXHIBIT 10.31.1
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                 FUNCTIONAL MANAGEMENT TEAM EMPLOYMENT AGREEMENT
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THIS AGREEMENT is made between EXTENDED SYSTEMS OF IDAHO, INCORPORATED (ESI) and
Mark Willnerd (EMPLOYEE) for the employment of EMPLOYEE by ESI.

IT IS AGREED BETWEEN THE PARTIES:

1.   EMPLOYMENT: ESI hereby hires EMPLOYEE and EMPLOYEE accepts employment with
     ESI as Vice President of Business Development.

2.   TERMS OF EMPLOYMENT: This Agreement shall commence the 15th day of August,
     2002 and shall continue until terminated by either party pursuant to
     paragraph five.

3.   COMPENSATION: The EMPLOYEE shall receive as compensation for his/her
     services the amount of $9,360 per month plus all employee benefits as set
     forth in the current issue of the Extended Systems Employee Handbook.

4.   DUTIES OF EMPLOYEE: EMPLOYEE shall have the duties and authority as set
     forth in the job description.

5.   VACATION: EMPLOYEE shall accumulate paid vacation as set forth in Extended
     Systems Time-Off Policy.

6.   TRAVEL EXPENSES: EMPLOYEE shall be reimbursed for all authorized travel and
     lodging expenses.

7.   FRINGE BENEFITS: Fringe benefits shall be provided by ESI as set forth in
     the Extended Systems Employee Handbook which is located on the HR Intranet.
     I understand that I am responsible for familiarizing myself with the
     contents of the handbook. I understand that the contents in the Employee
     Handbook are subject to change at Extended Systems' discretion and do not
     create any contractual commitments by the Company. /s/ MW (Employee
     Initials)

8.   DRUG AND ALCOHOL POLICY: EMPLOYEE agrees to abide by the terms of the
     Extended Systems Drug and Alcohol Policy. Receipt of Drug and Alcohol
     Policy is hereby acknowledged. /s/ MW (Employee Initials).

9.   NON-DISCLOSURE AGREEMENT: EMPLOYEE agrees to abide by the terms of the
     Extended Systems Non-Disclosure Agreement.

10.  INSIDER TRADING POLICY: EMPLOYEE agrees to abide by the terms of Extended
     Systems' Insider Trading Policy.

11.  NOTICE OF TERMINATION: With or without good cause either party may
     terminate this agreement by giving fourteen (14) days written notice to the
     other party. Termination of this Agreement shall not terminate the
     NONDISCLOSURE AGREEMENT between the parties.

12.  SEVERANCE PAY: In the event EMPLOYEE is terminated without cause, EMPLOYEE
     shall be entitled to six (6) months of pay, at EMPLOYEE'S current base
     salary, plus $2,000.00 in lieu of fringe benefits, and payout of accrued
     vacation. In order to receive such salary and fringe benefits payment,
     EMPLOYEE must execute the then current company "Release of All Employment
     Claims." Participation in all stock option plans, stock purchase plans, and
     other company personnel benefits shall cease on the EMPLOYEE's date of
     termination, subject to the specific provisions of option agreements or
     plans that may extend EMPLOYEE's rights beyond date of termination. If
     EMPLOYEE is removed from the Functional Management Team (FMT) into another
     position within ESI, the EMPLOYEE shall only be entitled to receive a pro
     rata severance payment. For example, if EMPLOYEE is removed from the
     Functional Management Team into another position, and 3-months later is
     terminated without cause from the new position, EMPLOYEE would be entitled
     to receive a pro-rata amount of the 6-months termination pay and fringe
     benefits payment (3-months base salary and $1,000.00 fringe benefits
     payment). As another example, if EMPLOYEE is in the new position for
     9-months and is then terminated, no termination payment would be due under
     this agreement. In the event of a change of control of the company or if
     the company is acquired by another company, person or entity, the six (6)
     month base salary termination payment shall be increased to twelve (12)
     months. EMPLOYEE is responsible for any tax consequences triggered by
     severance payment or a change in control.

DATED this 16th day of August, 2002.

/s/ Mark Willnerd                                         /s/ Steven D. Simpson
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FUNCTIONAL MANAGEMENT TEAM EMPLOYEE                       EXTENDED SYSTEMS