Employment Agreement

The Employment Agreement (the "Agreement") made this 1st day of June, 2000 by and between CCC GlobalCom
Corp., a Texas corporation, (the "Company") andMr. Robert
W. Livingston(the "Executive").

Introduction

The Company is engaged in the business of providing telecommunication services. The Executive is experienced and knowledgeable in the field. The Executive has
agreed to serve as the Company's PresidentCLEC Division.

Agreement

1.Employment.The Company employs the Executive as PresidentCLEC Division (the
"Officer") to perform the duties normally associated with that office under the control and at the direction of the Board of Directors (the
"Board") and other such duties as may, from time to time, be assigned and are consistent with the position.

2.Employment Term.



---



---



3.Duties. The Executive will devote substantially all of his time, skill, energy, knowledge, and best efforts during the
Employment Term to such duties, and will, faithfully and diligently endeavor to the
best of his ability, further the best interests of the Company. The Executive may not serve in the future as an officer, director, shareholder, or limited partner in any business venture that is
prohibited bySection 10.a.From time to time, the Executive may be requested to perform duties that are not commensurate with the duties of a
senior executive of the Company, however, these duties will not exceed more than 10% of his time.

4.Location of Employment.The Executive shall be located in or about Houston, Texas. The Executive shall travel to such
geographical locations as may be appropriate from time to time to carry out the duties of the office as outlined in Section 3, Duties.

5.Compensation.For all services rendered by the Executive to the Company, the Company shall pay:



---



6.Employee Benefits.



7.Business Expenses. The Executive is authorized to incur reasonable, ordinary and necessary business expenses in the
performance of the duties outlined above during the Employment Term in accordance with policies established by the Board. The Executive shall account to the Company for all such expenses. The Company
shall reimburse the Executive or pay the expenses in accordance with the policies established by the Board.

8.Termination.





---



9.Confidentiality Agreement.



---





10.Noncompetition Agreement.



---



11.Remedies for the Company.



12.Remedies for the Executive.In the event the Executive is terminated For Cause and it is ultimately determined the
Company lacked "cause", the:



13.Invalid Provisions. Should any portion of this Agreement be adjusted or held invalid, unenforceable or void, such holding
shall not have the effect to invalidating or voiding the remainder of this Agreement and the parties hereby agree that the portion so held invalid, unenforceable, or void shall, if possible, be deemed
amended or reduced in scope, or otherwise be stricken from this Agreement to the extent required for the purposes of validity and enforcement thereof.

14.Successor and Assigns.Neither the Executive nor the Company may assign its rights, duties, or obligations hereunder
without consent of the other.

15.Survival of the Executive's Obligations.The Executive's obligations under Sections 9 and 10 shall survive regardless of
whether or not the Executive's employment is terminated, voluntarily or involuntarily, by the employer or the Executive, with or without cause.

---

16.Survival of the Companies Obligations. The Company's obligations under Sections 8 and 11 shall survive regardless of
whether or not the Executive's employment is terminated, voluntarily or involuntarily, by the employer or the Executive, with or without cause.

17.Prior Agreements.This Agreement incorporates the entire agreement between both parties with respect to the subject
matter hereof and supersedes all prior agreements, documents, or other instruments with respect to the matters covered herein.

18.Governing Law.This Agreement shall be governed by, and interpreted in accordance with the provisions of, the law of the
State of Texas, without reference to provisions that refer a matter to the law of any other jurisdiction. Each party hereto hereby irrevocably submits itself to the non-exclusive personal
jurisdiction of the Federal and State courts sitting in Texas.

19.No Oral Modifications.This Agreement may not be changed or terminated orally, and no change, termination, or waiver of
this Agreement or of any of the provisions herein contained shall be binding unless made in writing and signed by both parties, and, in the case of the Company, by a person designated by the Board.
Without limiting the foregoing, any change or changes, from time to time, in the Executive's salary or duties or both shall not be, nor be deemed to be, a change, termination, or waiver of this
Agreement or of any of the provisions herein contained.

20.Notices.All notices and other communications required or permitted hereunder shall be made in writing, and shall be
deemed properly given if delivered personally, mailed by certified mail, postage prepaid and return receipt requested, sent by facsimile, or sent by Express Mail or Federal Express or other nationally
recognized express delivery service, as follows:

If
to the Company or the Board:



Notice
given by hand, Express Mail, Federal Express, or other such express delivery service shall be effective upon actual receipt. Notice given by facsimile transmission shall be
effective upon actual receipt of received during the recipient's normal business hours, or at the beginning of the recipient's next business day after receipt if not received during the recipient's
normal business hours. All notices sent by facsimile transmission shall be confirmed promptly after transmission in writing by certified mail or personal delivery.

Any
party may change any address to which notice shall be given to it by giving notice as provided above of such change in address.

21.Executive's Representation and Warranties.The Executive represents and warrants that he is legally free to make and
perform this Agreement, that he has no obligation to any other person or entity that would affect or conflict with any of his obligations hereunder, and that the complete performance of his
obligations hereunder will not violate any law, regulation, order, or decree of any governmental or jurisdictional body or contract by which he is bound.

EXECUTED
as of the date first written above.

COMPANYCCC Global Corn Corp.

|    |  |                                                            |  | 
|--- |  | ---------------------------------------------------------- |  | 
|By: |  | /s/ Paul E. LicataPaul E. Licata, Vice Chairman, Secretary |  | 

---

EXECUTIVE

|                                             |  | 
|-------------------------------------------- |  | 
|/s/ Robert W. LivingstonRobert W. Livingston |  | 

---

ADDENDUM TO EMPLOYMENT CONTRACT

In lieu of Sign Up Shares, the Executive is given an option to purchase shares at the following amounts and price agreed upon by the Board of Directors to wit:

Stock
Options are offered in CCC GlobalCom Corp., a Nevada corporation, a public company traded under the symbol "CCGC".

The
Executive is offered Five Hundred Thousand Shares (500,000) Stock Options of Common Stock of the Company, to vest in increments of One Hundred Thousand (100,000) Common Shares per
year on the anniversary date of the employment of the Executive. These Stock Options are offered at a strike price of $3.65 per share. The Executive has five (5) years to exercise these Stock
Options.

|                                             |  | 
|-------------------------------------------- |  | 
|Stock Options offered by                     |  | 
|/s/ Paul LicataPaul Licata, Vice Chairman    |  | 
|Stock Options accepted by                    |  | 
|/s/ Robert W. LivingstonRobert W. Livingston |  | 

SECOND ADDENDUM TO EMPLOYMENT CONTRACT

By the written and mutual consent of the parties whose signatures appear below, the Employment Agreement between CCC Global Com Corp. and Robert W. Livingston
dated June 1, 2000 (the "Agreement") is hereby amended as follows:

Section 5.c.i
(relating to "Sign Up Shares") and Section 5.b.i (relating to "Bonus") are deleted in their entirety.

The
Addendum To Employment Contract relating to the purchase price of shares of stock under Section 5.c.i is also deleted in its entirety.

The
remainder of the Agreement remains in full force and effect.

Executed
on this 9th day of August, 2001.

|                                                                    |  | 
|------------------------------------------------------------------- |  | 
|COMPANY:                                                            |  | 
|/s/ Paul LicataPaul Licata, Vice Chairman
CCC GlobalCom Corporation |  | 
|EXECUTIVE:                                                          |  | 
|/s/ Robert W. LivingstonRobert W. Livingston                        |  | 

SETTLEMENT AND RELEASE AGREEMENT

This Settlement and Release Agreement ("Agreement") is made and entered into as of the 9th day of
August 2001 by and between CCC GlobalCom Corporation ("CCC Nevada"), a Nevada corporation and successor by merger to Emerald Capital
Investments, Inc. ("Emerald"), a Delaware corporation, CCC Global Com, Corp. ("CCC Texas"), a
Texas corporation and wholly-owned subsidiary of CCC Nevada, Robert W. Livingston, an individual resident of Harris County, Texas ("Livingston") and

---

James H. Jarrett, an individual resident of Victoria County, Texas ("Jarrett"). Hereinafter, CCC Nevada and CCC Texas may be collectively
referred to as "CCC." CCC, Livingston and Jarrett are each a "party" and together are the "parties" to this Agreement.

RECITALS

WHEREAS, Emerald and CCC Texas entered into an Agreement and Plan of Merger dated as of May 3, 2000 (the"Merger
Agreement")providing for a wholly-owned subsidiary of Emerald to be merged into CCC Texas (the "Emerald/CCC Merger") and for
CCC Texas to become a wholly-owned subsidiary of Emerald; and

WHEREAS,
the acquisition by CCC Texas of all the outstanding capital stock of Ciera Network Systems, Inc.
("Ciera"), a Texas corporation, was a condition to the closing of the EmeraId/CCC Merger; and

WHEREAS,
prior to the Emerald/CCC merger and the Ciera Purchase (defined below), Emerald was a publicly held company without active operations, and CCC Texas was a privately held company
without active operations, both of whom intended to commence active operations through one or more acquisitions (such as the Ciera Purchase); and

WHEREAS,
CCC Texas entered into a Stock Purchase Agreement with Livingston and Jarrett, dated as of May 31, 2000 (the"Stock
Purchase Agreement"), to purchase all of the outstanding capital stock of Ciera in exchange for CCC Texas stock, subject to the express condition that
such CCC Texas stock would be exchanged for CCC Nevada stock (the"Ciera Purchase");and

WHEREAS,
certain differences have arisen between the parties with respect to the Ciera Purchase, and

WHEREAS,
the parties desire to settle and resolve all differences between or/among them in relation to the Ciera Purchase and the Stock Purchase Agreement;

NOW,
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1.Full Settlement.In consideration of all the terms and conditions of this Agreement, CCC, for
itself and its affiliates, releases Livingston, Jarrett, Ciera, the other shareholders of Ciera, and each of their respective individual, joint or mutual, past, present and future agents, employees,
consultants, advisors, or other representatives (including legal counsel, accountants and financial advisors), and their successors and assigns (each, a"Ciera Released
Party"and, with respect to CCC or any its affiliates, a"Releasee"),from any and all causes of action, claims, damages,
demands, liabilities, losses and suits of every type and character, including all expenses of litigation, court costs, and attorneys' fees, whether known or unknown (collectively,
"Claims"), that CCC or any of its affiliates has asserted or could have asserted against any of the Ciera Released Parties arising out of, or in any way
related to, the Ciera Purchase and the Stock Purchase Agreement,provided, however, that nothing contained herein shall operate to release any
obligations of Livingston or Jarrett under their respective employment
agreements or any remaining obligations under any contract, lease, commitment,loan or other agreement disclosed pursuant to Section 4.19 of the
Stock Purchase Agreement. In consideration of all the terms and conditions of this Agreement, Livingston and Jarrett release CCC and its affiliates, and each of their respective individual, joint or
mutual, past, present and future agents, directors, officers, employees, consultants, advisors, or other representatives (including legal counsel, accountants and financial advisors), and their
successors and assigns (each, a"CCC Released Party"and, with respect to Livingston or
Jarrett,a"Releasee")from any and all Claims that Livingston or Jarrett has asserted or could have
asserted against the CCC Released Parties arising out of, or in any way related to, the Ciera Purchase and the Stock Purchase Agreement;provided,
however, that nothing contained herein shall operate to release any obligations of CCC or any of its affiliates under the respective employment agreements of Livingston and
Jarrett or any remaining obligations under any contract, lease, commitment, loan or other agreement disclosed pursuant to Section 4.19 of the Stock Purchase Agreement. As part of the
consideration for this Agreement, upon execution and delivery of this

---

Agreement or within five (5) business days thereafter, CCC Nevada agrees to issue Four Hundred Thousand (400,000) shares of CCC Nevada common stock, par value $.001 per share
("CCC Common Stock"), to each of Livingston and Jarrett, comprising Eight Hundred Thousand (800,000) shares of CCC Common Stock in the aggregate (the "Additional
Shares").

2.Covenants. Each party irrevocably covenants to refrain from, directly or indirectly, asserting any
claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against any Releasee based upon any matter purported to be released hereby. Without in any way
limiting any of the rights and remedies otherwise available to any Releasee, each party shall indemnify and hold harmless each Releasee from and against all loss, liability, claim, damage (including
incidental and consequential damages) or expense (including costs of investigation and defense and reasonable attorneys' fees) whether or not involving third party claims, arising directly or
indirectly from or in connection with (i) the assertion by or on behalf of such party or any of its affiliates of any claim or other matter purported to be released hereby, and (ii) the
assertion by any third party of any claim or demand against any Releasee which claim or demand arises directly or indirectly from, or in connection with, any assertion by or on behalf of such party or
any of its affiliates against such third party of any claims or other matters purported to be released hereby.

3.Representations.CCC represents and warrants to Livingston and Jarrett that CCC and CCC's
affiliates have not sold, assigned, transferred, pledged, encumbered, or otherwise disposed of any of CCC's obligations or rights under the Stock Purchase Agreement or in connection with the Ciera
Purchase, and that CCC possesses the authority to enter into this Agreement for itself and its affiliates. CCC further represents and warrants to Livingston and Jarrett that the Additional Shares will
be treated as if they were issued on June 12, 2000 (the effective date of the Emerald/CCC Merger) for all purposes. Each of Livingston and Jarrett, individually and neither jointly nor
severally, represents and warrants to CCC and its affiliates that he has not sold, assigned, transferred, pledged, encumbered, or otherwise disposed of any of his obligations or rights under the Stock
Purchase Agreement or in connection with the Ciera Purchase, and that he possesses the authority to enter into this Agreement.

4.Confidentiality.The parties, including their respective principals,
officers, employees, agents, affiliates, subsidiaries, and attorneys, agree that the terms and conditions of this Agreement, and all settlement negotiations and agreements entered into with respect
thereto, are confidential. In the event a
subpoena or other legal process is served upon either party purporting to require the production or disclosure of this Agreement and/or the settlement negotiations and agreements entered into in
connection therewith, such party will immediately notify the other party to this Agreement, and will surrender the other party's confidential information to any third party only with the other party's
written consent or the final order of a court having jurisdiction over the matter.

5.Binding.This Agreement shall be effective and binding upon CCC and its affiliates, Livingston,
Jarrett, and their respective successors and assigns.

6.Governing Law.This Agreement shall be governed by and interpreted in
accordance with the laws of Texas, excluding any conflicts of laws principles that might refer the construction or operation of this Agreement to the laws of another state.

7.Waiver. No provision hereof may waived unless in writing signed by all parties hereto. Waiver of
any provision shall not be deemed to be a waiver of any other provision herein.

8.No Admission of Wrongdoing.The parties agree that by entering into this
Agreement, each does not admit any violation of any statute, contract or legal duty. Each party is entering into this Agreement to avoid costs and disruption. Neither this Agreement nor the existence
of this settlement shall be used or referred to by any party in any fashion as evidence of any liability hereto.

9.No Obligation for Attorneys' Fees. Neither party shall have any obligation to pay for attorneys'
fees incurred by the other in connection with or in any way related to the negotiation, execution or delivery of this Agreement.

---

10.Entirety and Amendments. This Agreement embodies the entire agreement between the parties and
supersedes all prior agreements and understandings, if any, relating to the subject matter hereof and may be amended or supplemented only by an instrument in writing executed by all parties hereto. No
oral understandings, statements, or inducements contrary to the terms of this Agreement exist.

11.Multiple Counterparts.This Agreement may be executed in a number of identical counterparts. If
so executed, each of such counterparts is to be deemed an original for all purposes, and all such counterparts shall, collectively, constitute one agreement, but, in making proof of this Agreement, it
shall not be necessary to produce or account for more than one such counterpart.

12.Further Acts.In addition to the acts and deeds recited herein and contemplated to be performed,
executed or delivered or caused to be performed, executed or delivered upon execution hereof and thereafter, all parties hereto agree to perform any and all such further acts, deeds, and to provide
such assurances as may be necessary to consummate the transactions contemplated hereby.

13.Assignment.This Agreement may not be assigned by either party herein without the express written
consent of the other party in its sole discretion.

14.Severability.If any term, provision, covenant, or condition of this Agreement is held by a court
of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated.

15.Intent. The parties to this Agreement have read and understand this Agreement. The parties to
this Agreement mutually warrant and represent that this Agreement is executed voluntarily and without duress or undue influence on the part of or on behalf of any party hereto. The parties to this
Agreement have each had an adequate opportunity to seek legal counsel to advise them with regard to this Agreement and acknowledge that they have relied only on their own respective counsel in
entering into this Agreement.

Signature Pages Follow-

---

EXECUTED
this 9th day of August, 2001.

CCC GLOBALCOM CORPORATION,a Nevada corporation

|       |  |                 |  | 
|------ |  | --------------- |  | 
|By:    |  | /s/ Paul Licata |  | 
|Name:  |  | Paul Licata     |  | 
|Title: |  | President       |  | 

|                 |  |   |  | 
|---------------- |  | - |  | 
|STATE OF TEXAS   |  | § |  | 
|                 |  | § |  | 
|COUNTY OF HARRIS |  | § |  | 

BEFORE
ME, the undersigned authority, on this day personally appeared Paul Licata, President of CCC GlobalCom Corporation, known to me to be the person who name is subscribed to the
foregoing instrument and acknowledged to me that he/she executed the same.

Given
under my hand and seal of office this the 9th day of August, 2001.

|                               |  |                              
|------------------------------ |  | -----------------------------
|                               |  | /s/ Diane HunterNotary Public
|My Commission Expires: 5/30/05 |  | [SEAL]                       

---

EXECUTED
this 9th day of August, 2001.

CCC GLOBAL COM CORP.,a Texas corporation

|       |  |                 |  | 
|------ |  | --------------- |  | 
|By:    |  | /s/ Paul Licata |  | 
|Name:  |  | Paul Licata     |  | 
|Title: |  | President       |  | 

|                 |  |   |  | 
|---------------- |  | - |  | 
|STATE OF TEXAS   |  | § |  | 
|                 |  | § |  | 
|COUNTY OF HARRIS |  | § |  | 

BEFORE
ME, the undersigned authority, on this day personally appeared Paul Licata, President of CCC Global Com Corp., known to me to be the person who name is subscribed to the foregoing
instrument and acknowledged to me that he/she executed the same.

Given
under my hand and seal of office this the 9th day of August, 2001.

|                               |  |                              
|------------------------------ |  | -----------------------------
|                               |  | /s/ Diane HunterNotary Public
|My Commission Expires: 5/30/05 |  | [SEAL]                       

---

EXECUTED
this 9th day of August, 2001.

|                                             |  | 
|-------------------------------------------- |  | 
|/s/ Robert W. LivingstonRobert W. Livingston |  | 

|                 |  |   |  | 
|---------------- |  | - |  | 
|STATE OF TEXAS   |  | § |  | 
|                 |  | § |  | 
|COUNTY OF HARRIS |  | § |  | 

BEFORE
ME, the undersigned authority, on this day personally appeared Robert W. Livingston, known to me to be the person who name is subscribed to the foregoing instrument and
acknowledged to me that he executed the same.

Given
under my hand and seal of office this the 9th day of August, 2001.

|                               |  |                              
|------------------------------ |  | -----------------------------
|                               |  | /s/ Diane HunterNotary Public
|My Commission Expires: 5/30/05 |  | [SEAL]                       

---

EXECUTED
this 9th day of August, 2001.

|                                     |  | 
|------------------------------------ |  | 
|/s/ James H. JarrettJames H. Jarrett |  | 

|                   |  |   |  | 
|------------------ |  | - |  | 
|STATE OF TEXAS     |  | § |  | 
|                   |  | § |  | 
|COUNTY OF VICTORIA |  | § |  | 

BEFORE
ME, the undersigned authority, on this day personally appeared James H. Jarrett, known to me to be the person who name is subscribed to the foregoing instrument and acknowledged
to me that he executed the same.

Given
under my hand and seal of office this the 9th day of August, 2001.

|                               |  |                              
|------------------------------ |  | -----------------------------
|                               |  | /s/ Diane HunterNotary Public
|My Commission Expires: 5/30/05 |  | [SEAL]                       

---

QuickLinks