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                                                                    EXHIBIT 10.3


                                    KNIGHT
                        EXECUTIVE EMPLOYMENT AGREEMENT

     This Agreement is effective as of August 2, 2000 ("Effective Date") between
Knight ("Company") and Robert Zinn ("Executive").

                                    RECITALS

     WHEREAS Company desires Executive to remain actively employed by the
Company; and
     WHEREAS Executive desires to remain so employed under the terms and
conditions set forth below;
     NOW THEREFORE, the parties mutually agree as follows:

                                   AGREEMENT

1)  Position and Duties. Executive shall be employed by the Company during the
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    term of this agreement, and will commence employment as Executive Vice
    President- International Operations. Executive shall devote his full time
    and best effort to his position. Executive shall report to the Chief
    Executive Officer of Company and shall comply with the policies of the
    Company.

2)  Employment Period.
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    a)  Basic Rule. This agreement shall have a term of three (3) years (the
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        "Employment Period"), beginning upon the Effective Date. The Company may
        terminate this Agreement prior to the end of the Employment Period
        pursuant to the terms of this Section 2. Following the Employment
        Period, the Company and Executive may mutually agree to continue the
        Executive's employment on an "at-will" basis. This Agreement shall
        automatically renew for additional one-year term unless either the
        Company or the Executive provides written notice to the other party 30
        days' prior to the expiration of the original term or any successive
        term of a desire to terminate or otherwise amend this Agreement.

    b)  Early Termination. Company may terminate Executive's employment prior to
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        the end of the Employment Period by giving the Executive thirty (30)
        days advance notice in writing. If Company terminates Executive's
        employment without Cause (defined below), Company shall pay Executive
        severance benefits as set forth in section 6 hereof.

    c)  Termination for Cause. Company may terminate Executive's employment for
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        Cause (defined below) by giving Executive notice in writing. No
        compensation or benefits will be paid or provided to the Executive under
        this Agreement on account of a termination for Cause. Executive's right
        under the benefit plans of the Company following a termination for Cause
        shall be determined under the provisions of those plans. "Cause" means
        (i) a substantial failure to perform Executive's duties for the Company,
        (ii) misuse of corporate funds, (iii) any other act of gross misconduct,
        (iv) commission of any crime which would constitute a felony under
        applicable law or (v)

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        breach of any confidentiality, non-solicitation or non-competition
        obligation to the Company.

    d)  Executive's Commitment. Executive commits to the Company that he will
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        remain as an employee of the Company for the full period of this
        Agreement.

    e)  Termination as a Result of Death or Disability. Executive's employment
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        shall terminate in the event of his death. Company may terminate
        Executive's employment for Disability by giving Executive thirty (30)
        days advance notice in writing. No compensation or benefits will be paid
        or provided to Executive under this Agreement on account of termination
        as a result of death or Disability. Executive's rights under the benefit
        plans of Company upon such termination shall be determined under the
        provisions of those plans. For purpose of this Agreement, "Disability"
        means any physical incapacity or mental incompetence (i) as a result of
        which the Executive is unable to perform substantially all his duties
        and responsibilities hereunder for an aggregate of 120 days, whether or
        not consecutive, during any calendar year, and (ii) which cannot be
        reasonably accommodated by the Company without undue hardship.

3)  Compensation.
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    a)  Base Salary. Company will pay Executive a salary at the rate per annum
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        of $300,000, less applicable withholding, payable in accordance with
        Company's standard payroll policies. At least annually the Board will
        consider increases in the annual salary rate in light of Executive's
        individual performance and other relevant factors determined by the
        Board.

    b)  Bonus. Executive shall be eligible to participate in the 50% bonus plan
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        of Company with a guaranteed bonus of $50,000 for the first year to be
        payable on March 15, 2001, as long as the Executive is employed with the
        Company. Executive shall be eligible for bonuses thereunder payable at
        such times as bonuses are paid to other Executives of Company. For the
        year 2000, bonus shall be based upon 100% of Plan #3 profit performance
        ($11,845,000 USD).

4)      Employee Benefit Plans. During the Employment Period, Executive shall be
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        eligible to participate in employee benefit plans or programs of Company
        to the extent that his position, tenure, salary, age, health and other
        qualifications make him eligible to participate, subject to the rules
        and regulations applicable thereto.


5)      Stock Options. Executive shall be entitled to option grants under the
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        Company's stock option plan as determined by the Board of Directors.
        Executive shall be eligible for an option grant of 60,000 stock options
        exercisable at the fair market value per share on grant date, vesting in
        3 equal annual installments over 3 year so long as Executive remains
        employed by the Company.

6)      Car Allowance. The Company will provide Executive with a leased
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        automobile such as a Mercedes SUV or equivalent and be reimbursed for
        all customary expenses.

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7)      Country Club Dues. The Company will reimburse Executive for annual
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        country club dues at Palo Alto Hills or the equivalent and be reimbursed
        for all associated expenses.

8)      Severance Payments. If Company terminates Executive's employment without
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        Cause prior to the end of the Employment Period, Company shall pay
        Executive as severance payments a monthly amount equal to his then
        current monthly base salary (less applicable withholding) for 12 months
        or, if less, the remainder of the Employment Period. The severance
        payments described in this Section 6 shall discharge all of the
        Company's obligations to the Executive.

9)      Restrictions on Competition and Solicitation. As a condition to the
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        effectiveness of this agreement, Executive agrees to enter into
        Company's Employee Noncompetition, Nondisclosure and Developments
        Agreement, a copy of which has been provided to Executive.

10)     General.
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   a)   The services of Executive are personal and may not be assigned or
        delegated by him. This Agreement shall otherwise be binding upon the
        legal representative, successors and assigns of the parties hereto.

   b)   This Agreement and the agreement described above in 7 contain the entire
        agreement of the parties, and may not be changed orally, but only in
        writing signed by the party against whom enforcement of such change is
        sought.

   c)   If any provision of this Agreement is held invalid, illegal or
        unenforceable, such provisions shall be deemed reformed and construed to
        the maximum extent enforceable and such provision shall not affect the
        validity of other provisions of this Agreement.

   d)   This Agreement and any claim or controversy hereunder shall be governed
        by and construed according to the laws of the Commonwealth of
        Massachusetts. The federal and state courts within the Commonwealth of
        Massachusetts shall have exclusive jurisdiction to adjudicate any
        dispute arising out of this Agreement.


Executive                                                   Knight



/s/ Robert Zinn                                             /s/ John Pino
---------------                                             -------------
By: Robert Zinn                                             By:  John Pino
                                                            Title: CEO

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