EXHIBIT 10.2


                              EMPLOYMENT AGREEMENT

      THIS  AGREEMENT,  made  effective as of the 10th day of August,  2005 (the
"Effective Date"), by and between RoomLinX,  Inc., a Nevada corporation with its
principal  place of business at 401 Hackensack  Avenue,  Hackensack,  New Jersey
07601 (the "Company"), and Michael Wasik (the "Employee"),

                                   WITNESSETH:

      WHEREAS,  the Company  desires to secure the employment of the Employee in
accordance with the provisions of this Agreement; and

      WHEREAS, the Employee desires and is willing to accept employment with the
Company in accordance with the terms herein.

      NOW  THEREFORE,  in  consideration  of the premises  and mutual  covenants
contained herein,  and intending to be legally bound hereby,  the parties hereto
agree as follows:

      1.  Term.  The  Company  hereby  agrees to employ  the  Employee,  and the
Employee  hereby  agrees  to  serve  the  Company,  pursuant  to the  terms  and
conditions  of this  Agreement as Executive  Vice  President of the Wireless LAN
Division  of the  Company  or in a similar  relationship,  for an  initial  term
commencing on the Effective  Date hereof and expiring on the second  anniversary
thereof (the "initial  term"),  unless sooner  terminated in accordance with the
terms hereof.

      2. Positions and Duties.

            (a) Duties.  The Employee's  duties  hereunder  shall be those which
shall be  prescribed  from time to time by the Board of Directors of the Company
(the  "Board of  Directors")  in  accordance  with the bylaws of the Company and
which  customarily  accompany  the  position of  Executive  Vice  President of a
company of similar size and purpose. The Employee will hold such other executive
offices  in the  Company  and  its  subsidiaries  to  which  he may be  elected,
appointed  or  assigned  by the  Board of  Directors  from time to time and will
discharge  such  executive  duties in connection  therewith.  The Employee shall
devote  his full  working  time,  energy  and  skill  (reasonable  absences  for
vacations  and illness  excepted) to the business of the Company as is necessary
in  order  to  perform  such  duties  faithfully,  competently  and  diligently;
provided,  however,  that notwithstanding any provision in this Agreement to the
contrary,  the Employee  shall not be precluded  from serving as chairman of the
Board of TRG Inc (or any affiliate thereof), devoting reasonable periods of time
required for serving as a member of boards of companies which have been approved
by the Board of Directors,  or  participating  in non-business  organizations so
long as such  service,  memberships  or  activities  do not  interfere  with the
performance of the Employee's duties hereunder.


<PAGE>

            (b) Board Observation  Rights.  Notwithstanding  anything  contained
herein to the contrary,  for so long as the Employee is employed by the Company,
the Company  agrees that the Employee shall have the right to attend and observe
all regular and special  meetings of the Board of Directors  of the Company,  to
receive  notice of such  regular  and  special  meetings  in the same  manner as
members of the Board of Directors of the Company,  and to receive  copies of any
materials  sent by the  Company  to  members  of the Board of  Directors  of the
Company (or  committees  thereof) in connection  with such  meetings;  provided,
however,  that so long as the Employee receives all notices provided for in this
Section 2(b),  such  observation  and  documentation  rights shall not extend to
matters  which,  upon  the  advice  of  the  Company's  counsel,   require  that
participation  be limited to Board members in order to preserve  attorney-client
privilege or other comparable protection.

      3.  Compensation.  During the term of this  Agreement,  the Employee shall
receive,  for all  services  rendered to the Company  hereunder,  the  following
(hereinafter referred to as "Compensation"):

            (a) Base Salary.  The Employee  shall be paid an initial annual base
salary equal to $150,000  (the "Initial  Salary").  The  Employee's  annual base
salary shall be payable in equal  installments  in accordance with the Company's
general salary payment  policies but no less frequently than monthly.  Such base
salary  shall be reviewed,  and any  increases  in the amount  thereof  shall be
determined,  by the Board of Directors or a compensation committee formed by the
Board of Directors  (the  "Compensation  Committee") at the end of each 12-month
period of employment  during the term hereof.  Such base salary may be decreased
only if done in  conjunction  with similar pro rata decreases in base salary for
other employees within the Company.

            (b) Bonuses. The Employee shall be eligible to receive such bonuses,
if any, as the Board of Directors or  Compensation  Committee shall award to the
Employee.  The Employee will be permitted to participate in any bonus plans made
generally  available to  employees  of the  Company.  The Company will adopt and
institute a bonus plan for its employees on or before  September  15, 2005.  The
Employee  will have the right to assist in the  design and  development  of such
plan and to participate in such plan.


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<PAGE>

            (c)  Automobile  Allowance.  Commencing  on September  1, 2005,  the
Company  shall provide to the Employee a fixed  automobile  allowance of $600.00
per month to be used by Employee for automobile  lease  payments,  insurance and
related  taxes  during  the  term of this  Agreement.  In  addition,  automobile
expenses  incurred in connection with the  performance of the Employee's  duties
hereunder  with respect to tolls,  gasoline and automobile  maintenance  are the
responsibility of the Company and shall be paid by the Company.

            (d)  Incentive  Compensation.  The  Employee  shall be eligible  for
awards  from the  Company's  incentive  compensation  plans,  including  without
limitation any stock option plans,  applicable to high level executive  officers
of the Company or to key  employees of the Company or its  subsidiaries,  in the
discretion of the Board of Directors or the Compensation Committee.

            (e) Benefits. The Employee and his "dependents," as that term may be
defined under the applicable benefit plan(s) of the Company,  shall be included,
to the extent eligible thereunder,  in any and all plans,  programs and policies
which provide benefits for employees and their dependents.  Such plans, programs
and policies will include health care  insurance,  long-term  disability  plans,
life insurance,  supplemental disability insurance, supplemental life insurance,
holidays  and  other  similar  or  comparable  benefits  made  available  to the
Company's employees.

            (f)  Expenses.  Subject  to and in  accordance  with  the  Company's
policies and procedures,  the Employee hereby is authorized to incur,  and, upon
presentation of itemized  accounts,  shall be reimbursed by the Company for, any
and all reasonable business-related expenses, which expenses are incurred by the
Employee on behalf of the Company or any of its subsidiaries.

            (g) Life Insurance.  During the term of this Agreement,  in addition
to the life insurance benefits provided to the Employee in paragraph 3(e) above,
the Company will  maintain,  at the Company's  expense,  term insurance upon the
Employee's life in the face amount of up to one million dollars ($1,000,000.00).
Such  insurance  will be  payable to the  beneficiary  that the  Employee  shall
designate in writing to the Company,  or in the absence of such designation,  to
the Employee's estate.

      4. Stock Options.

            (a) Current Grant. The Company hereby grants to the Employee a stock
option (the "Option") which will be under the RoomLinX, Inc. Long-Term Incentive
Plan (the "Plan") for the purchase of an aggregate of 1,000,000 shares of common
stock of the Company at an option  price  equal to $0.026 per share.  The Option
shall be exercisable  ("vest")  immediately upon the Effective Date. The Company
agrees to take all  necessary  actions to ensure that all shares issued upon the
Employee's exercise of this Option, or any portion thereof,  shall be registered
pursuant to the securities laws of the United States and tradeable in accordance
with such  laws.  The  Employee  shall have a period of seven (7) years from the
Effective Date within which to exercise the Option.


                                      -3-
<PAGE>

      (b) Effect of Change in Control on Vesting.  Upon a Change of Control, the
unvested  portion of any equities  granted to the Employee by the Company  shall
immediately  vest and become  exercisable by the Employee.  For purposes of this
Agreement,  a  "Change  in  Control"  shall  mean the  occurrence  of any of the
following:

                  (i) The acquisition by an individual,  entity or group (within
the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act) (a "Person") of
beneficial  ownership  of any  capital  stock  of the  Company  if,  after  such
acquisition,  such Person  beneficially  owns  (within the meaning of Rule 13d-3
promulgated   under  the   Exchange   Act)  30%  or  more  of  either   (x)  the
then-outstanding shares of common stock of the Company (the "Outstanding Company
Common  Stock")  or (y)  the  combined  voting  power  of  the  then-outstanding
securities  of the  Company  entitled  to  vote  generally  in the  election  of
directors (the "Outstanding Company Voting Securities"); provided, however, that
for  purposes of this  subsection  (i),  the  following  acquisitions  shall not
constitute a Change in Control  Event:  (A) any  acquisition  directly  from the
Company  (excluding  an  acquisition  pursuant to the  exercise,  conversion  or
exchange of any security  exercisable for,  convertible into or exchangeable for
common stock or voting securities of the Company,  unless the Person exercising,
converting or exchanging such security  acquired such security directly from the
Company or an underwriter or agent of the Company),  (B) any  acquisition by any
employee  benefit plan (or related trust) sponsored or maintained by the Company
or any corporation  controlled by the Company,  (C) any acquisition  relating to
the previously  announced  business  combination with Digital Internet  Services
Corporation  or (D) any  acquisition by any  corporation  pursuant to a Business
Combination  (as  defined  below)  which  complies  with  clauses (x) and (y) of
subsection (iii) of this definition; or

                  (ii) Such time as the Continuing  Directors (as defined below)
do not constitute a majority of the Board of Directors  (or, if applicable,  the
board of directors of a successor  corporation  to the Company),  where the term
"Continuing  Director"  means at any date a member of the Board of Directors (x)
who was a member of the Board of Directors  on the date of the initial  adoption
of this  Agreement by the Board of Directors or (y) who was nominated or elected
subsequent  to such  date by at  least a  majority  of the  directors  who  were
Continuing  Directors  at the  time of such  nomination  or  election  or  whose
election to the Board of  Directors  was  recommended  or endorsed by at least a
majority of the  directors  who were  Continuing  Directors  at the time of such
nomination  or election;  provided,  however,  that there shall be excluded from
this clause (y) any individual whose initial  assumption of office occurred as a
result of an actual or threatened  election contest with respect to the election
or removal of directors or other actual or threatened solicitation of proxies or
consents, by or on behalf of a person other than the Board of Directors; or


                                      -4-
<PAGE>

                  (iii)   The   consummation   of   a   merger,   consolidation,
reorganization,  recapitalization  or share exchange  involving the Company or a
sale or other  disposition  of all or  substantially  all of the  assets  of the
Company (a "Business Combination"),  unless, immediately following such Business
Combination,  each of the  following two  conditions  is  satisfied:  (x) all or
substantially all of the individuals and entities who were the beneficial owners
of  the  Outstanding   Company  Common  Stock  and  Outstanding  Company  Voting
Securities  immediately  prior to such Business  Combination  beneficially  own,
directly or indirectly,  more than 50% of the then-outstanding  shares of common
stock and the combined voting power of the then-outstanding  securities entitled
to vote generally in the election of directors,  respectively,  of the resulting
or acquiring  corporation  or other form of entity in such Business  Combination
(which shall include,  without  limitation,  a corporation  which as a result of
such transaction  owns the Company or substantially  all of the Company's assets
either  directly  or  through  one or  more  subsidiaries)  (such  resulting  or
acquiring  corporation  or  entity  is  referred  to  herein  as the  "Acquiring
Corporation")  in  substantially  the same proportions as their ownership of the
Outstanding  Company Common Stock and  Outstanding  Company  Voting  Securities,
respectively,  immediately prior to such Business  Combination and (y) no Person
(excluding the Acquiring  Corporation  or any employee  benefit plan (or related
trust)  maintained or sponsored by the Company or by the Acquiring  Corporation)
beneficially owns, directly or indirectly,  30% or more of the  then-outstanding
shares of common stock of the Acquiring  Corporation,  or of the combined voting
power of the  then-outstanding  securities of such corporation  entitled to vote
generally in the election of directors (except to the extent that such ownership
existed prior to the Business Combination).

      5. Absences. The Employee shall be entitled to no less than four (4) weeks
of paid  vacation  per  calendar  year.  Absences  because  of  illness or other
incapacity,  and such other absences, whether for holiday, personal time, or for
any other purpose,  shall be governed by the Company's  procedures and policies,
as same may be amended from time to time.

      6. Termination. In addition to the events of termination and expiration of
this  Agreement  provided  for in Section 1 hereof,  the  Employee's  employment
hereunder may be terminated only as follows:

            (a)  Without  Cause.   The  Company  may  terminate  the  Employee's
employment  hereunder  without Cause only upon action by the Board of Directors,
and upon no less than sixty (60) days prior written notice to the Employee.  The
Employee may  terminate  employment  hereunder  without  Cause upon no less than
sixty (60) days prior written notice to the Company.

            (b) For  Cause,  by the  Company.  The  Company  may  terminate  the
Employee's  employment hereunder for Cause immediately and with prompt notice to
the Employee.  Cause shall be  determined  by the Board of Directors  only after
having  given the  Employee a sufficient  opportunity  to be heard.  "Cause" for
termination shall include only the following conduct of the Employee:

                  (i) Material  breach of any provision of this Agreement by the
Employee,  which breach  shall not have been cured by the Employee  within sixty
(60) days of receipt of written notice of said breach;

                  (ii) Gross Misconduct as an employee of the Company, including
but not limited to (y) misappropriating any funds or property of the Company and
(z) attempting to willfully  obtain any personal  profit from any transaction in
which the  Employee  has an interest  which is adverse to the  interests  of the
Company;


                                      -5-
<PAGE>

                  (iii) Continuing  unreasonable refusal to perform the material
duties assigned to the Employee under or pursuant to this Agreement;

                  (iv) Conviction of a felony  (including  pleading guilty or no
contest to a felony); or

                  (v) Any other act or omission  involving  wrongful  conduct by
the  Employee  and which  subjects  the  Company or any of its  subsidiaries  to
material adverse  consequences which were, or which reasonably should have been,
foreseen by the Employee at the time of such act or omission.

            (c)  For  Good  Reason  by  Employee.  The  Employee  may  terminate
employment  hereunder for Good Reason  immediately and with prompt notice to the
Company.  "Good  Reason"  for  termination  by the  Employee  shall  include the
following conduct of the Company:

                  (i) Material  breach of any provision of this Agreement by the
Company, which breach shall not have been cured by the Company within sixty (60)
days of  receipt  of  written  notice of said  breach  (changes  in base  salary
pursuant to Section 3(a) hereof shall not constitute Good Reason);

                  (ii)   Failure  to  maintain   the   Employee  in  a  position
commensurate with that referred to in Section 1 hereof;

                  (iii) Failure to provide board observation  rights pursuant to
Section 2(b) hereof;  (iv) Requirement,  without the Employee's written consent,
that the Employee relocate his office outside of Colorado.

            (d) Death. The period of active employment of the Employee hereunder
shall terminate automatically in the event of his death.

            (e)  Disability.  In the event that the Employee  shall be unable to
perform duties  hereunder for a period of one hundred  eighty (180)  consecutive
calendar days or one hundred  eighty (180) work days within any 360  consecutive
calendar days, by reason of disability as a result of illness, accident or other
physical or mental incapacity or disability, the Company may, in its discretion,
by giving  written notice to the Employee,  terminate the Employee's  employment
hereunder as long as the  Employee is still  disabled on the  effective  date of
such termination.


                                      -6-
<PAGE>

            (e) Mutual  Agreement.  This Agreement may be terminated at any time
by mutual agreement of the Employee and the Company.

      7.  Compensation  in the  Event  of  Termination.  In the  event  that the
Employee's  employment pursuant to this Agreement terminates prior to the end of
the term of this Agreement,  the Company shall pay the Employee  compensation as
set forth below:

            (a) By Employee for Good Reason;  By Company  Without Cause.  In the
event that the Employee's employment hereunder is terminated by the Employee for
Good Reason  pursuant to Section  6(c)  hereof,  by the  Company  without  Cause
pursuant to Section  6(a)  hereof,  or if the  Company  chooses not to renew the
Agreement at the end of the Initial Term, then:

                  (i) The  Company  shall  continue to pay to the  Employee  his
annual base  salary and all other  compensation  and  benefits  provided  for in
Section 3 hereof  (except  those  benefits  which the Company  may not  properly
provide, pursuant to applicable Company benefit plan, policy or law) in the same
manner  as  before  termination,  for a period  of six  months  from the date of
termination (the "Severance  Period").  The payments during the Severance Period
shall not be offset by any income or payments the Employee receives from sources
other than the  Company.  To the extent the  Employee  receives  any  medical or
health benefits  pursuant to this section,  such benefits shall be provided as a
reimbursement  (or direct  payment at the sole  election of the  Company) to the
Employee of payments  made  pursuant to an election to continue  benefits  under
COBRA.

                  (ii) The unvested portion of any equities  previously  granted
to the Employee shall  immediately vest and become  exercisable by the Employee,
in accordance with their terms.

                  (iii) The  payments,  rights  and  entitlements  described  in
Section 6(a)(i)  hereof,  if any, shall only be made if the Employee shall first
have  executed  and  delivered  to the  Company a release  with  respect  to his
employment hereunder and the termination of such employment.

            (b) By Company Upon Termination of Agreement Due to Employee's Death
or  Disability.  In the event of the  Employee's  death or if the Company  shall
terminate the Employee's employment hereunder for disability pursuant to Section
6(e) hereof then:

                  (i) The Company shall  continue to pay the base salary payable
hereunder  at the then  current  rate for six months  after the  termination  of
employment to the Employee or his personal representative, as applicable;


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<PAGE>

                  (ii) In the event of a  termination  pursuant to Section  6(e)
hereof,  if eligible,  Employee shall be entitled to benefits under any salaried
long-term  disability plan of the Company  covering the Employee then in effect;
and

                  (iii) All other  compensation  and  benefits  provided  for in
Section 3 of this Agreement shall cease upon such termination.

            (c) By Company For Cause or By Employee Without Good Reason.  In the
event that: (i) the Company shall terminate the Employee's  employment hereunder
for Cause pursuant to Section 6(b) hereof;  or (ii) the Employee shall terminate
employment  hereunder  without  "Good Reason" as defined in Section 6(c) hereof,
then the Employee's rights hereunder shall cease as of the effective date of the
termination, including, without limitation, the right to receive the Base Salary
and all other  compensation or benefits  provided for in this Agreement,  except
that the Company shall pay the Employee salary and other  Compensation which may
have been  earned and is due and  payable  but which has not been paid as of the
date of termination.

      8. Effect of Termination.  In the event of expiration or early termination
of this Agreement as provided herein, neither the Company nor the Employee shall
have any remaining duties or obligations hereunder except that:

            (a) The Company shall:

                  (i) Pay the  Employee's  accrued  salary and any other accrued
benefits under Section 3 hereof;

                  (ii) Reimburse the Employee for expenses  already  incurred in
accordance with Section 3(e) hereof;

                  (iii) To the extent required by law, pay or otherwise  provide
for any benefits,  payments or continuation  or conversion  rights in accordance
with the  provisions  of any  benefit  plan of which the  Employee or any of his
dependents is or was a participant; and

                  (iv) Pay the Employee or his  beneficiaries  any  compensation
due pursuant to Section 6 hereof; and

            (b) The  Employee  shall remain bound by the terms of Sections 9, 10
and 11 hereof.

      9. Restrictive Covenant.

            (a) The  Employee  acknowledges  and  agrees  that he has  access to
secret and confidential information of the Company and its subsidiaries and that
the  following  restrictive  covenant is necessary to protect the  interests and
continued success of the Company.  Except as otherwise expressly consented to in
writing by the Company,  until the  termination of this Agreement and thereafter
for six (6) months (the "Restricted  Period"),  the Employee shall not, directly
or  indirectly,  acting  as an  employee,  owner,  shareholder,  partner,  joint
venturer, officer, director, agent, salesperson,  consultant,  advisor, investor
or principal of any corporation or other business entity:


                                      -8-
<PAGE>

                  (i) engage,  in any state or territory of the United States of
America  or  other  country  where  the  Company  is  actively   doing  business
(determined  as of the date this  Agreement  terminates),  in direct or indirect
competition  with the Company's  business of providing (A) broadband  high-speed
wireless  Internet  connectivity  to  hotels,   convention  centers,   corporate
apartments,  and college campuses or (B) fixed wireless services,  provided that
clause (B) shall be inapplicable  if, as of the date this Agreement  terminates,
the Company is neither engaged in providing  fixed wireless  services nor in the
process of  negotiating  or  consummating  the  acquisition  of a fixed wireless
services  business or, if it is not engaged in providing such services but is in
the process of negotiating or  consummating  the acquisition of a fixed wireless
services business as of the date this Agreement terminates,  clause (B) shall be
inapplicable if the Company ceases to actively pursue such  negotiations or such
acquisition as of the thirtieth day after this Agreement terminates;

                  (ii) solicit, on behalf of any entity which may be competitive
with the  Company,  any  present  customer  or  supplier  of the  Company or any
potential  customer to whom the Company has sent a bid or quote or from whom the
Company  has  received  a  request  for  a  proposal  during  the  three  months
immediately  prior to such  solicitation,  or  request or  otherwise  attempt to
induce or influence, directly or indirectly, any present customer or supplier of
the Company, or other persons sharing a business  relationship with the Company,
to cancel, limit or postpone their business with the Company; or

                  (iii)  solicit  for  employment,  directly or  indirectly,  or
induce or  actively  attempt to  influence,  any  employee  of the  Company,  to
terminate his or her employment with the Company.

            (b) If the Employee  violates any of the  restrictions  contained in
Section 9(a) above,  the  Restricted  Period shall be increased by the period of
time from the  commencement  of any such violation until the time such violation
shall be cured by the  Employee  to the  satisfaction  of the  Company,  and the
Company may withhold any and all  payments,  except  salary,  otherwise  due and
owing to the Employee under this Agreement.

            (c) In the event that either the geographical area or the Restricted
Period set forth in Section 9(a) of this Agreement is deemed to be  unreasonably
restrictive in any court proceeding, the court may reduce such geographical area
and  Restricted  Period  to the  extent  which it  deems  reasonable  under  the
circumstances.

            (d) Nothing in this  Section 9,  whether  express or implied,  shall
prevent  the  Employee  from  being a holder of  securities  of a company  whose
securities  are registered  under Section 12 of the  Securities  Exchange Act of
1934, as amended, or any privately held company; provided,  however, that during
the term of this agreement,  and with respect to any company which may be deemed
to directly or indirectly  compete with the business conducted by the Company or
with the  activities  which the Company plans to conduct,  the Employee holds of
record and  beneficially  less than one percent (1%) of the votes eligible to be
cast  generally  by holders of  securities  of such  company for the election of
directors.

      The Employee  acknowledges and agrees that in the event of a breach of the
provisions of this Section 9 by Employee the Company may suffer irreparable harm
and therefore,  the Company shall be entitled,  to the extent permissible by law
to obtain immediate  injunctive relief  restraining the Employee from conduct in
breach of the  covenants  contained in this  Section 9. Nothing  herein shall be
construed as prohibiting the Company from pursuing any other remedies  available
to it for such breach or  threatened  breach,  including the recovery of damages
from the Employee.


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<PAGE>

      10. Proprietary Information.

            (a) The  Employee  agrees  that all  information,  whether or not in
writing, of a confidential nature concerning the Company's business or financial
affairs (collectively,  "Proprietary Information") is and shall be the exclusive
property of the Company. By way of illustration, but not limitation, Proprietary
Information may include inventions,  products,  processes,  methods, techniques,
formulas, compositions, compounds, projects, developments, plans, research data,
clinical data, financial data,  personnel data, computer programs,  and customer
and supplier lists.  The Employee will not disclose any Proprietary  Information
to others  outside  the  Company or use the same for any  unauthorized  purposes
without  written  approval by an officer of the Company,  either during or after
his employment,  unless and until such Proprietary Information has become public
knowledge without fault by the Employee.

            (b) The Employee agrees that all files, letters, memoranda, reports,
records, data, sketches,  drawings,  laboratory notebooks,  program listings, or
other written,  photographic,  or other tangible material containing Proprietary
Information,  whether  created by the Employee or others,  which shall come into
his  custody  or  possession,  shall be and are the  exclusive  property  of the
Company to be used by the Employee only in the performance of his duties for the
Company.

            (c) The Employee  agrees that his  obligation not to disclose or use
information,  know-how and records of the types set forth in paragraphs  (a) and
(b) above,  also  extends to such types of  information,  know-how,  records and
tangible  property of  customers  of the Company or  suppliers to the Company or
other third parties who may have  disclosed or entrusted the same to the Company
or to the Employee in the course of the Company's business.

      11. Developments.

            (a) The Employee will make full and prompt disclosure to the Company
of all inventions,  improvements,  discoveries, methods, developments, software,
and works of authorship,  whether  patentable or not,  which are created,  made,
conceived  or reduced to practice  by the  Employee  or under his  direction  or
jointly with others during his  employment by the Company,  which are related to
the business of the Company,  whether or not during  normal  working hours or on
the premises of the Company (all of which are  collectively  referred to in this
Agreement as "Developments").


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<PAGE>

            (b) The  Employee  agrees to assign  and does  hereby  assign to the
Company (or any person or entity designated by the Company) all his right, title
and  interest  in  and to all  Developments  and  all  related  patents,  patent
applications, copyrights and copyright applications. However, this Section 11(b)
shall not apply to Developments which meet each of the following  criteria:  (i)
they  do not  relate  to  the  present  or  planned  business  or  research  and
development of the Company; and (ii) they are made and conceived by the Employee
not during normal working hours, not on the Company's premises and not using the
Company's Proprietary Information.

            (c) The Employee  agrees to cooperate  fully with the Company,  both
during  and  after  his  employment  with  the  Company,  with  respect  to  the
procurement,  maintenance and enforcement of copyrights and patents (both in the
United States and foreign  countries)  relating to Developments.  Employee shall
sign all papers, including, without limitation,  copyright applications,  patent
applications,  declarations,  oaths, formal assignments,  assignment of priority
rights,  and  powers  of  attorney,  which the  Company  may deem  necessary  or
desirable in order to protect its rights and interests in any Development.

      12. Gross-Up for Excise Tax. If it shall be determined that any payment or
distribution  by the Company to or for the benefit of Employee  (whether paid or
payable or distributed or distributable  pursuant to the terms of this Agreement
or otherwise) (a "Payment") would be subject to an excise tax imposed by Section
4999 of the Internal  Revenue Code of 1986, as amended (the "Excise  Tax"),  the
Company  shall pay to the  Employee (a  "Gross-Up  Payment") an amount such that
after payment by the Employee of all taxes  (including any interest or penalties
imposed with respect to such taxes),  including,  without limitation,  any taxes
imposed  upon the  Gross-Up  Payment,  the  Employee  retains  an  amount of the
Gross-Up  Payment  equal  to the  amount  of the  Excise  Tax  imposed  upon the
Payments.  The Employee  undertakes  and agrees that he will notify the Board of
Directors  immediately  if he is contacted  or notified by any taxing  authority
that it will be doing any of the following:  (i) reviewing the  Agreement;  (ii)
reviewing  whether any Excise Tax is to be imposed upon the Employee in relation
to this  Agreement;  or (iii) imposing an Excise Tax on the Employee in relation
to this Agreement.

      13. Indemnification and Directors and Officers Liability Insurance.

            (a) The Company will use its commercially reasonable best efforts to
obtain,  within 120 days of the date of this  Agreement,  and to maintain during
the term of this  Agreement,  commercially  reasonable  directors  and  officers
liability  insurance in a face amount of no less than  $3,000,000  or such other
amount as may be determined by the Board of Directors of the Company, upon which
the Employee shall be a named insured.

            (b)  Both  during  and  after  the   conclusion  of  the  Employee's
employment with the Company, the Company agrees to indemnify the Employee to the
fullest  extent  permitted  by  applicable  law,  including  but not limited to,
whenever  permitted by law, the  advancement and  reimbursement  of expenses and
costs  incurred  by the  Employee,  for all  actions  related to the  Employee's
employment  with the Company or his role(s) as an officer,  director or agent of
the Company or any of its affiliates.


                                      -11-
<PAGE>

      14. No Conflicts.  The Employee has represented  and hereby  represents to
the Company that the execution, delivery and performance by the Employee of this
Agreement  do not  conflict  with or result  in a  violation  or  breach  of, or
constitute (with or without notice or lapse of time or both) a default under any
contract,  agreement or  understanding,  whether  oral or written,  to which the
Employee  is a party or of which  the  Employee  is or  should be aware and that
there are no restrictions,  covenants, agreements or limitations on his right or
ability to enter into and  perform  the terms of this  Agreement,  and agrees to
save  the  Company  harmless  from any  liability,  cost or  expense,  including
attorney's fees, based upon or arising out of any such restrictions,  covenants,
agreements, or limitations that may be found to exist.

      15. Waiver.  The waiver by a party hereto of any breach by the other party
hereto of any provision of this Agreement shall not operate or be construed as a
waiver of any subsequent breach by a party hereto.

      16.  Assignment.  This  Agreement  shall be binding  upon and inure to the
benefit of the successors  and assigns of the Company,  and the Company shall be
obligated  to  require  any  successor  to  expressly   assume  its  obligations
hereunder.  This  Agreement  shall inure to the benefit of and be enforceable by
the   Employee  or  his  legal   representatives,   executors,   administrators,
successors,  heirs,  distributees,  devisees and legatees.  The Employee may not
assign any of his duties,  responsibilities,  obligations or positions hereunder
to any person and any such  purported  assignment by him shall be void and of no
force and effect.

      17.  Notices.  Any notices  required or  permitted  to be given under this
Agreement shall be sufficient if in writing, and if personally delivered or when
sent by first class  certified  or  registered  mail,  postage  prepaid,  return
receipt  requested--in the case of the Employee, to his residence address as set
forth in the Company's records,  and in the case of the Company,  to the address
of its principal  place of business,  in care of the Board of  Directors--or  to
such other  person or at such other  address  with respect to each party as such
party shall notify the other in writing.


                                      -12-
<PAGE>

      18. Construction of Agreement.

            (a)  Governing  Law.  This  Agreement  shall be  governed by and its
provisions  construed and enforced in  accordance  with the internal laws of the
State of New Jersey without reference to its principles  regarding  conflicts of
law.

            (b)  Severability.  In  the  event  that  any  one  or  more  of the
provisions  of  this  Agreement  shall  be  held  to  be  invalid,   illegal  or
unenforceable,  the  validity,  legality  or  enforceability  of  the  remaining
provisions shall not in any way be affected or impaired thereby.

            (c) Headings.  The descriptive headings of the several paragraphs of
this  Agreement  are inserted for  convenience  of reference  only and shall not
constitute a part of this Agreement.

            19. Entire Agreement.  This Agreement  contains the entire agreement
of  the  parties   concerning  the  Employee's   employment  and  all  promises,
representations,  understandings,  arrangements  and  prior  agreements  on such
subject  are  merged  herein  and  superseded  hereby.  The  provisions  of this
Agreement may not be amended, modified, repealed, waived, extended or discharged
except by an agreement in writing  signed by the party against whom  enforcement
of any  amendment,  modification,  repeal,  waiver,  extension  or  discharge is
sought.  No person  acting other than  pursuant to a resolution  of the Board of
Directors  shall  have  authority  on behalf of the  Company  to agree to amend,
modify,  repeal,  waive,  extend or discharge any provision of this Agreement or
anything in  reference  thereto or to exercise  any of the  Company's  rights to
terminate or to fail to extend this Agreement.

            20.  Authority.  Each party has all requisite power and authority to
enter into this Agreement.  The execution and delivery of this Agreement and the
employment of the Employee  contemplated hereby have been duly authorized by all
necessary  action on the part of such party.  This  Agreement  has been duly and
validly   executed  and   delivered   by  such  party  and,   assuming  the  due
authorization,  execution  and delivery  hereof by the other  signatory  hereto,
constitutes the valid and binding obligation of such party,  enforceable against
such party in accordance with its terms.

         21.  Counterparts.  This Agreement may be executed in two counterparts,
each of which shall be deemed an original,  but which together shall  constitute
one and the same instrument.

                              [INTENTIONALLY BLANK]


                                      -13-
<PAGE>


      IN WITNESS  WHEREOF,  the Company has caused this Agreement to be executed
and attested by its duly authorized officers, and the Employee has set his hand,
all as of the day and year first above written.

COMPANY:

ROOMLINX, INC.

By: /s/ Aaron Dobrinsky
  -----------------------------
  Aaron Dobrinsky
  Chief Executive Officer

EMPLOYEE

    /s/ Michael Wasik
  -----------------------------
  Michael Wasik


                SIGNATURE PAGE OF THE WASIK EMPLOYMENT AGREEMENT


                                      -14-