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                                                                    Exhibit 4.4



                              EMPLOYMENT AGREEMENT

THIS AGREEMENT made as of the 02nd day of May, 2001,

BETWEEN:

                   STARNET COMMUNICATIONS INTERNATIONAL INC.,
                    a body corporate with its Head Office at
          CIBC Centre, Old Parham Road, St. Johns, Antigua, West Indies

                                                                 (the "Company")

AND:

                                  DAVID PASIEKA
                                       Of

                           Oakville, Ontario, Canada
                                                               (the "Executive")

WHEREAS:

         A.       The Company is in the business of developing and producing a
                  broad range of Internet technologies and services for gaming
                  applications to be delivered by the Company or its affiliates
                  or partner companies;

         B.       The Executive has asserted that he has the required knowledge
                  and experience to manage the affairs of the Company as its
                  Chief Operations Officer;

         C.       The Executive has asserted that he has done the due diligence
                  he deems necessary and that he will on a best efforts basis
                  manage the operational affairs of the Company.

         The Executive has expressed a desire to be employed by the Company
         as Chief Operations Officer, and the Company wishes to engage the
         Executive in that capacity on a full time basis effective May 02, 2001;

For their mutual, the parties have agreed to set out all of the terms and
conditions of their employment relationship in this employment agreement (the
"Agreement").

IN CONSIDERATION FOR the premises, and the mutual covenants and agreements
herein contained, the Company and the Executive have agreed that the terms and
conditions of their employment relationship shall be as follows:

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1. EMPLOYMENT AND DUTIES

1.1 The Executive's responsibilities and duties shall include those items
outlined in the Position Profile attached as Schedule "A" to this Agreement, and
such other duties and responsibilities as may reasonably be assigned to him from
time to time by the President & C.E.O. The Executive represents and warrants to
the Company that he has the required skills and experience to perform the duties
and discharge the responsibilities described in Schedule "A". The Executive
shall faithfully and diligently perform the duties and discharge the
responsibilities assigned to him, devoting his best efforts and full business
time to the business and interests of the Company.

1.2 While employed under this Agreement, the Executive shall not be involved,
directly or indirectly, and whether as principal, partner, agent, shareholder
(other than shareholdings of less than ten percent (10%) if such shares are
listed on a recognized exchange), officer, advisor, employee or in any other
manner whatsoever, in any other business, enterprise or undertaking in
competition with the Company, other than managing his personal investments and
finances and participating in charitable activities which do not detract from
the Executive fulfilling his responsibilities and duties to the Company.

1.3 All policies regarding employment, required behaviour and similar matters
(collectively referred to as "Company Policies") published by the Company and
delivered to the Executive prior to or following this Agreement are incorporated
within this Agreement as though fully set forth in this Agreement. The Executive
agrees to be bound by and adhere to all such Company Policies as presently exist
or as may be hereafter issued or modified by the Company. Without limiting the
foregoing, the Executive agrees to conduct business on behalf of the Company in
a manner consistent with proper and ethical business practices and consistent
with the best interests of the Company.

2. TERM OF EMPLOYMENT

2.1 The Executive's employment under this Agreement, shall commence on May 2,
2001, and shall continue until terminated pursuant to the provisions set out in
Article 5 of this Agreement.

3. COMPENSATION

3.1 For the services rendered by the Executive under this Agreement, the Company
shall pay the Executive, less required statutory deductions, a base annual
salary ("Base Salary") and a discretionary annual bonus dependent on the
Company's financial performance and the Executive's performance ("Bonus") in the
form of cash and/or share options all as set out in Schedule "B" attached to
this Agreement (all elements of compensation hereafter collectively described as
"Total Compensation"). Base Salary and Bonus shall


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be payable in accordance with current Company Policies. Base Salary may be
increased from time to time by the Board by amendment to Schedule "B" in
writing.

3.2 The Executive agrees and acknowledges that it is a bona fide occupational
qualification of his position with the Company that travel may be required. The
Company shall pay or reimburse the Executive for all reasonable travel and
entertainment expenses incurred by the Executive in connection with the
performance of his duties, subject to the approval of the Company. The Executive
shall only be entitled to reimbursement to the extent that the Executive follows
the reasonable procedures established by the Company for reimbursement of such
expenses which will include, but will not necessarily be limited to, providing
satisfactory evidence of such expenditures. The Executive expressly agrees that
said expenses are incurred as part of the Executive's work for the Company and
are not compensation as set forth in paragraphs 3.1 and 3.2.

4. VACATION

4.1 The Executive shall receive an annual paid vacation of four weeks. Such
vacation entitlement will accrue to the Executive at the start of each fiscal
year and shall be pro-rated in the years in which the Executive's employment
pursuant to this Agreement begins and terminates. The Executive's vacation will
be scheduled in consultation with the President & C.E.0 so that it will
synchronize with the overall staffing needs of the Company.

5. TERMINATION WITH CAUSE, BY DISABILITY OR BY THE EXECUTIVE

5.1 The Company may terminate the Executive's employment at any time without
prior notice, pay in lieu of notice or severance compensation of any kind, with
the prior written consent of the Executive or if the Company has just cause for
termination. It is agreed that just cause includes any material and intentional
breach by the Executive of the terms of this Agreement and any conduct which
constitutes just cause for summary dismissal under the law.

5.2 This Agreement and the employment of the Executive by the Company shall
terminate upon the death of the Executive, upon the Executive becoming disabled
(as defined below) or upon the Executive reaching the age of 65 years. For the
purposes of this agreement, "Disabled" shall mean that the Executive shall have
qualified for and be receiving benefits under the Company's long-term disability
insurance plan.


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5.3      In the event of the termination of the Executive's employment and this
         Agreement pursuant to paragraph 5.2, the company will accelerate the
         exercise dates pursuant to any stock option agreements between the
         Executive and the Company, whether or not those options were vested
         on the date of termination, and will honour any such share options
         which are exercised by the Executive or the executors,
         administrators or representatives of the estate or the executive
         within one (1) year of the Executive's termination.

5.4      The Executive may terminate his employment by giving the Company no
less than one month's written notice of termination. In such event, the Company
will not be required or liable to pay the Executive or any benefit plan insurer
any compensation or benefit premiums beyond those which are accrued due and
owing under this Agreement as at the effective date of termination.

6.       CHANGE OF CONTROL OR TERMINATION WITHOUT JUST CAUSE

6.1      "ACTING IN CONCERT" has the meaning given to such phrase by Section 91
of the Securities Act (Ontario), or any replacement section, and includes the
successful solicitation of proxies for the election of a slate of the Company's
directors, other than the slate of directors proposed by the Company's
management which results in such slate being elected as the Company's directors.

6.2      "CHANGE OF CONTROL" means:

         (i)      where a Person (which term has the meaning ascribed in
                  paragraph 9.1(c)) or group of Persons Acting in Concert
                  acquires ownership or control of that percentage of the
                  outstanding shares of the Company carrying voting rights which
                  confer on the holder or holders thereof the right to elect at
                  least the majority of the Board; or

         (ii)     where more than 50.1% of the voting shares are acquired by a
                  person, or group of persons, who were not shareholders of the
                  Company as of May 2, 2001 through a single transaction or
                  series of transactions; or

         (iii)    where less than a majority of the nominees of the Company are
                  elected to the Board at any shareholders' meeting at which an
                  election of directors takes place; or

         (iv)     the sale, lease or transfer of all or substantially all of the
                  Company's assets to any other Person or Persons, except for
                  the company's present undertaking to redomicile the company to
                  the United Kingdom.

         (v)      The removal of the current President & CEO (Mike Aymong) from
                  his executive duties at the company.


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6.3      "CONSTRUCTIVE DISMISSAL" means any adverse material change, without the
         Executive's prior written consent, in the duties or responsibilities
         set out in Schedule "A" or in the compensation set out in Schedule "B".
         "SERVICE PERIOD" means the sum of one (1) plus 0.0833 for each year of
         completed service by the Executive pursuant to this agreement, but in
         no event shall the Service Period exceed two (2).

6.4      "TERMINATION DATE" means the effective last day of the Executive's
employment when this Agreement is terminated pursuant to any paragraph of this
Article.

6.5      In the event that:

         (a)      the Company terminates the employment of the Executive without
                  just cause or if such employment is terminated by the
                  resignation of the Executive which resignation has been
                  required by the Company without cause, or if the Executive is
                  terminated through constructive dismissal, each such
                  termination being herein referred to as "Company Termination";
                  or

         (b)      a Change of Control occurs and in the further event that:

                  (i)      the Executive's employment with the Company is
                           subsequently or contemporaneously terminated by the
                           Company.
                  (ii)     The executive in his absolute and unfettered
                           discretion elects, within six (6) months of the date
                           of a change of control, to terminate the Executive's
                           employment.

then the Company agrees to:

         (c)      pay to the Executive within four (4) months following the
                  Termination Date, or at such other time as is mutually agreed
                  upon in writing between the Company and the Executive, a
                  settlement payment equal to the total of:

                  (i)      an amount equal to the product of the Base Salary to
                           which the Executive was entitled at the Termination
                           Date multiplied by the Service Period; plus

                  (ii)     an amount equal to the product of the Company's
                           monthly premium contributions paid on behalf of the
                           Executive


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                           immediately prior to the Termination Date relating to
                           the Group Plan multiplied by twelve and by the
                           Service Period.

                  (iii)    An amount equal to the product of the aggregate of
                           all bonuses which the Executive received, or was
                           entitled to receive, from the Company during, or
                           referable to, the twelve (12) months immediately
                           prior to the Termination Date.

         (d) accelerate the exercise dates pursuant to any stock option
         agreements between the Executive and the Company (the "Option
         Agreement") to allow the Executive to exercise the options to purchase
         shares granted thereby, whether or not those options are vested at the
         Termination Date, within one year of the Termination Date. In the event
         that any of the terms of such options are not ascertainable or in the
         event that applicable securities legislation precludes the acceleration
         of the exercise dates in the manner described herein, the Company
         agrees to compensate the Executive by way of a cash payment with that
         amount of money which the Executive would have been entitled to if he
         had exercised any such options on the Termination Date at the price
         pursuant to the Option Agreement and sold the securities on the Toronto
         Stock Exchange at the highest trading price during the one year
         immediately following the termination date on which the subject
         securities were traded. In the event that such average trading price
         does not exceed the exercise price no compensation is payable by either
         party with respect to the Option Agreement.

6.6      If the Executive's employment is terminated pursuant to this Article,
the Executive will accept the payments stipulated, in full and final
satisfaction and accord of any and all claims which the Executive has or may
have for compensation resulting from, arising out of or connected with the
termination of this Agreement and his employment with the Company. It is
understood and agreed that such payments will serve to release and forever
discharge the Company, its Executives, directors, predecessors, successors and
assigns from any and all manner of claims, complaints, actions, causes of
action, damages, costs and expenses which the Executive then has or may have at
common law, in equity or under statute.

7.       DUTY TO MITIGATE

         The Executive shall in no circumstances whatsoever be under any duty to
mitigate the Executive's losses with respect to the termination of the
Executive's employment with the Company, regardless of the cause of that
termination or whether that termination is initiated by the Company or the
Executive.

8.       SUBSEQUENT EMPLOYMENT

         The Executive shall not be bound in any manner whatsoever to rebate to
the Company nor to forgive any claim against the Company with respect to any
amounts


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or benefits payable hereunder in the event of the Executive's subsequent
re-employment in any manner whatsoever.

9.       NON-DISCLOSURE AND CONFIDENTIALITY

9.1      In this Article 9:

         (a)      "Confidential Information" means all information, data, facts,
                  knowledge, plans, feasibility studies, approvals, business
                  projections, trade secrets and know-how (whether or not
                  reduced to writing or stored in electronic form) in any way
                  concerning or relating to the business of the Company which is
                  not in the public domain and which in any way has been or may
                  be communicated to the Executive by the Company under this
                  Agreement or is acquired by, or learned of by the Executive
                  Confidant, either directly or indirectly, from the Company.

         (b)      "Confidant Group" means directors, officers, employees, agents
                  and advisors of the Company and its affiliates and their
                  respective directors, officers, employees, agents and
                  advisors;

         (c)      "Person" shall be interpreted broadly to mean any corporate
                  entity, association, proprietorship, group, joint venture,
                  partnership or individual.

9.2      The Executive acknowledges that the Confidential Information is and
         will remain the sole and exclusive property of the Company and agrees
         that he will at all times keep all Confidential Information in the
         strictest confidence, will hold all Confidential Information in trust
         for the Company; and will not at any time directly, indirectly or in
         any other manner:

         (a)      reproduce, exploit or disclose the Confidential Information,
                  in whole or in part, to or for any Person;

         (b)      publish, or in any way participate or assist in the publishing
                  of, any Confidential Information; or

         (c)      utilize any Confidential Information, except as provided below
                  in Article 9.4 of this Agreement.

9.3      If the Company requests the return of any Confidential Information,
the Executive will immediately:

         (a)      return all Confidential Information to the Company and will
                  not retain any reproductions or extracts of the Confidential
                  Information for any purpose; and


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         (b)      destroy all documents, memoranda, notes and records prepared
                  by the Executive based on or arising from the Confidential
                  Information and certify such destruction to the Company in a
                  form reasonably satisfactory to the Company.

9.4 The Executive may disclose Confidential Information only in the following
limited circumstances:

         (a)      to a Person who has entered into a non-disclosure and
                  confidentiality agreement with the Company in substantially
                  the same form as this Agreement;

         (b)      to a member of the Confidant Group who is directly involved
                  and needs to know the contents of the Confidential Information
                  in order to analyze and evaluate the Company's business, who
                  has been provided with a copy of this Agreement by the
                  Executive and who has acknowledged in writing that he is bound
                  by the terms of the Agreement;

         (c)      if required by law to disclose Confidential Information, in
                  which case the Executive will first seek agreement with the
                  Company on the form of the disclosure prior to its being made;
                  or

         (d)      with the prior written permission of the Company.

9.5 Notwithstanding anything to the contrary, the provisions of this Agreement
shall not apply to the following Confidential Information:

         (a)      Confidential Information which at the time of disclosure is
                  already in the public domain;

         (b)      Confidential Information which, after disclosure, is published
                  or otherwise becomes part of the public domain through no
                  fault of the Executive;

         (c)      Confidential Information which was already in the Executive's
                  possession at the time of disclosure and was not acquired,
                  directly or indirectly, from the Company; or

         (d)      Confidential Information which the Executive received from a
                  third person who did not acquire it, directly or indirectly,
                  from the Company and who did not require the Executive to hold
                  it in confidence.

9.6 The Executive:


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         (a)      acknowledges that the success, profitability and competitive
                  position of the Company requires that strict confidentiality
                  be maintained at all times with respect to all Confidential
                  Information, and that any breach of such confidentiality is
                  capable of causing substantial damage to the Company;

         (b)      acknowledges and agrees that a breach by him of any of the
                  covenants contained in the above paragraphs 9.2, 9.3, or 9.4
                  of this Agreement would result in irreparable harm to the
                  business carried on by the Company, such that the Company
                  could not be adequately compensated for such harm by an award
                  of damages. Accordingly, the Executive agrees that in the
                  event of any such breach, in addition to all other remedies
                  available to the Company at law or in equity, the Company
                  shall be entitled as a matter of right to obtain from a Court
                  of competent jurisdiction such relief by way of restraining
                  order, injunction, decree or otherwise as may be appropriate
                  to ensure compliance with the provisions of paragraphs 9.2,
                  9.3, and 9.4 of this Agreement.

9.7 The covenants contained in this Article 9 of this Agreement shall remain in
full force and effect, together with the Company's right to enforce such
covenants and recover damages in the event of a breach of any such covenants,
notwithstanding the termination of the Executive's employment with the Company.

10. RESTRICTIVE COVENANTS

10.1 The Executive agrees that following termination of this Agreement, for a
period of twelve (12) months, the Executive will not individually or in
partnership or in conjunction with any person, association, syndicate,
partnership, firm, company, corporation or other business enterprise, whether as
principal, partner, agent, shareholder, officer, advisor, employee or in any
other manner whatsoever:

         (a)      except for the benefit of the Company or its subsidiaries or
                  its affiliates, solicit any clients or customers of the
                  Company or its subsidiaries with whom he has dealt in the
                  course of being engaged in the business of the Company or its
                  subsidiaries (as such business, as a whole, is being conducted
                  at the time of termination);

         (b)      carry on or engage in any business which competes directly or
                  indirectly with the Company or its subsidiaries (as such
                  business, as a whole, is being conducted at the time of
                  termination);

         (c)      offer his services to or participate in any way with any
                  company, partnership or other organization which competes
                  directly or indirectly with the Company or any of its
                  subsidiaries (as such business, as a whole, is being conducted
                  at the time of termination); or


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         (d)      solicit or intend to solicit, interfere with or endeavour to
                  procure, recruit, entice or advise the Company's employees
                  away from the Company for any reason, including, but not
                  limited to, other employment opportunities existing or
                  contemplated and within the knowledge of the Executive.

10.2 The Executive acknowledges that he has extensive knowledge of all the
services and products proposed or to be provided by, and the present customers
and clients of, the Company and its subsidiaries and therefore fully understands
and accepts the scope of the restraints on his activities set out above as being
necessary, reasonable and fundamental to the protection of the competitive
advantage of the Company in its business, its trade secrets, confidential
information and goodwill, while at the same time do not place undue restrictions
on his ability to utilize at the conclusion of his employment, the knowledge and
skills gained by him while employed by the Company.

10.3 The Executive acknowledges and agrees that a breach by him of any of the
covenants contained in paragraphs 10.1 or 10.2 of this Agreement would result in
irreparable harm to the business carried on by the Company, such that the
Company could not be adequately compensated for such harm by an award of
damages. Accordingly, the Executive agrees that in the event of any such breach,
in addition to all other remedies available to the Company at law or in equity,
the Company shall be entitled as a matter of right to obtain from a Court of
competent jurisdiction such relief by way of restraining order, injunction,
decree or otherwise as may be appropriate to ensure compliance with the
provisions of paragraphs 10.1 and 10.2 of this Agreement.

10.4 The Company and the Executive acknowledge that the covenants made in
section 10.1 of this Agreement are made in recognition of the Executive's
specific knowledge of the Company's business and of the fact that the Company
intends to carry on its business throughout the geographic area specified
therein. If any of such covenants shall be held to be unreasonable by a Court of
competent jurisdiction by reason of the area, duration or type or scope of
service, then said covenant shall be given effect in such reduced form as may be
decided or directed by such Court. Notwithstanding the foregoing, if any portion
of such covenant should be declared to be unenforceable or invalid for any
reason whatsoever, such declaration shall be severable from this Agreement and
shall not affect the enforceability or validity of the remaining portions of
such covenant.

11. ENTIRE AGREEMENT

11.1 The terms of this Agreement may be amended or supplemented by those terms
as may be set out in Schedule B. To the extent that there is an inconsistency
between this Agreement and Schedule B, the terms and conditions contained in
Schedule B shall prevail.


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11.2 This Agreement, and any policies and Schedules, referred to herein
constitute the complete and entire agreement between the Executive and the
Company concerning the employment of the Executive and, as of the date this
Agreement is executed, replace and supersede any and all prior agreements,
written or oral, between the Executive and the Company or any of its
predecessors or affiliates relating thereto. Except as specifically set forth in
this Agreement, neither party makes any representation or warranty, express or
implied, statutory or otherwise, to the other.

11.3 No waiver or modification of this Agreement or any covenant, condition or
restriction herein contained shall be valid unless executed in writing by both
the Company and the Executive.

12. CONSIDERATION

12.1 The parties acknowledge and agree that this Agreement has been executed by
each of them in consideration of the mutual promises and covenants herein
contained, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged.

12.2 The parties hereby waive any and all defences relating to an alleged
failure or lack of consideration in connection with this Agreement.

12.3 In the event that this Agreement provides a lesser benefit to the
Executive than the minimum standard contained in any applicable legislation,
the minimum standard contained in the legislation shall prevail to the extent
of such inconsistency.

13. NOTICE

13.1 Any notice required to be given under this Agreement shall be sufficiently
given if delivered by hand or sent by registered mail to the Executive at:

1059 Linbrook Road, Oakville Ontario, L6J 2L2 Canada.

and to the Company at:

CIBC Centre, Old Parham Road, P.O. Box 3265, St. Johns, Antigua, West Indies.

14. SEVERABILITY

14.1 All paragraphs and covenants contained in this Agreement are severable, and
in the event that any of them shall be held to be invalid, unenforceable or void
by a court or tribunal of competent jurisdiction, such paragraphs or covenants
shall be severed and the remainder of this Agreement shall remain in full force
and effect.


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15.  INTERPRETATION

15.1 Headings are included in this Agreement for convenience of reference
only and do not form part of this Agreement.

16.  GOVERNING LAW

16.1 This Agreement shall be governed by the laws of Toronto, Canada and the
parties irrevocably attorn to the courts of that jurisdiction.

17.  ENUREMENT

17.1 The provisions of this Agreement shall be binding upon the Executive,
his heirs, executors, administrators, successors and assigns, and shall enure
to the benefit of the Company, its successors and assigns.

18.  ASSIGNMENT

18.1 This Agreement may not be assigned by either party.

19.  INDEPENDENT LEGAL ADVICE

19.1 By the execution of this Agreement, the Executive acknowledges that he
has received independent legal advice with regard to all of the terms and
conditions set forth herein. Should the Executive waive independent legal
advice, he acknowledges that the Executive does so of his own free will, free
of any duress, unconscionability, or such other factor as may be applicable.
If the Executive waives independent legal advice, the Executive acknowledges
same by affixing his initials next to this clause.

     IN WITNESS WHEREOF this Agreement has been executed by the parties as of
the day, month and year first above written.


---------------------------
Witness Signature

---------------------------                       ---------------------------
Witness Name                                             DAVID PASIEKA

---------------------------
Address

---------------------------
Occupation

                                                         STARNET COMMUNICATIONS
                                                         INTERNATIONAL INC.

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                                                    by its authorized signatory

                                                    ---------------------------
                                                    MICHAEL AYMONG
                                                    President & CEO


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                                SCHEDULE "A"

                       POSITION PROFILE FOR DAVID PASIEKA

The Executive's title shall be C.O.O reporting directly to the President &
C.E.O.  As the Chief Operating Officer, this Executive will be accountable
for the day-to-day operational activities of the company, direct reports from
Business Unit Heads as well as for the Profit and Loss of the company.

The Executive shall be responsible for financial management including but not
limited to Marketing (Advertising, Promotions, I.R, P.R.), Sales,
Operations, and for worldwide expansion activities. The Executive is also
responsible for recruiting well-established senior individuals to the company
who can assist with these expansion activities.


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                                  SCHEDULE "B"
                       (Additional Terms - David Pasieka)

1.       BASE SALARY AS AT MAY 02, 2001:            CD$220,000/annum
                                            An increase of CD$50,000/Annum will
                                            be granted upon achieving financing
                                            in excess of US$2,000,000.00, and an
                                            increase of CD$80,000.00/Annum upon
                                            achieving financing in excess of
                                            US$5,000,000.00. Annual Salary
                                            starting January 2002 will be set at
                                            CD$330,000/annum.

2.       BONUS:                             Up to 70% of Base Salary, as
                                            determined approved by the
                                            president & CEO.

3.       OPTIONS AS AT MAY 02, 2001:        400,000 base options, to vest in 27
                                            equal tranches of 14,815 options,
                                            monthly over a 27 month period from
                                            date of employment, at $0.69.

4.       ADDITIONAL OPTIONS                 150,000 options, to vest 100%
                                            commencing May 02, 2001, at $0.69
                                            subject to a 6-month hold
                                            requirement upon exercise.

                                            250,000 options to vest in 27 equal
                                            tranches of 9260 options, monthly
                                            over a 27 month period commencing
                                            June 2, 2001 at the following
                                            exercise prices:
<Table>
                                            <S>                       <C>
                                            First 50,000 options      $2.25
                                            Second 50,000 options     $3.25
                                            Third 50,000 options      $4.25
                                            Fourth 50,000 options     $6.25
                                            Fifth 50,000 options      $8.25
</Table>

5.       BONUS OPTIONS AS AT MAY 02, 2003:  200,000 bonus options, vested on
                                            May 02, 2003, at the closing market
                                            price on May 01, 2003

6.       ADDITIONAL SHARES:                 If the company issues additional
                                            shares from treasury, the executive
                                            shall be immediately given options
                                            to acquire 2.9% (1/34.2) all such
                                            shares at the closing market price
                                            on the dates of any such issuance.

7.       ALLOWANCES                         In accordance with Company Policies
                                            for its Executives--up to
                                            $1000.00/month for a vehicle
                                            Allowance.

8.       DIRECTOR & OFFICER LIABILITY:      Company agrees to provide Director
                                            and Officer Liability Insurance.

9.       EMPLOYEE BENEFITS:                 Executive and his dependents shall
                                            be entitled at the company's expense
                                            to such benefits generally provided
                                            by the company including extended
                                            medical, dental, vision,
                                            pharmaceutical, accidental death &
                                            dismemberment, life insurance, short
                                            term disability and long term
                                            disability coverages