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                                                                  EXHIBIT 10.18


                          TELEMATE.NET SOFTWARE, INC.

                          EMPLOYEE STOCK PURCHASE PLAN


                                   SECTION 1.
                                    PURPOSE

         The purpose of the Telemate.Net Software, Inc. Employee Stock Purchase
Plan (the "Plan") is to promote the interests of the Company by providing the
opportunity to purchase Shares to Employees in order to attract and retain
Employees by providing an incentive to work to increase the value of Shares and
a stake in the future of the Company which corresponds to the stake of each of
the Company's shareholders. The Plan is intended to be an "employee stock
purchase plan" as defined in Section 423 of the Internal Revenue Code of 1986,
as amended ("Code"). The provisions of the Plan shall, accordingly, be
construed so as to comply with the requirements of Section 423 of the Code
whenever possible.

                                   SECTION 2.
                                  DEFINITIONS

         2.1      "BASE PAY" means regular straight-time and overtime earnings
received from the Company, excluding payments for incentive compensation,
bonuses and other special payments.

         2.2      "BOARD" means the Board of Directors of Telemate.Net
Software, Inc.

         2.3      "COMMITTEE" means the Compensation Committee of the Board.

         2.4      "COMPANY" means Telemate.Net Software, Inc., a Georgia
corporation, and any successor to such organization.

         2.5      "CUSTODIAN" means such person or entity as the Committee
shall designate from time to time.

         2.6      "EFFECTIVE DATE" means March 21, 2000, or such other date as
the Board or the Committee shall so choose. The Effective Date shall be subject
to shareholder approval pursuant to Section 17.

         2.7      "EXERCISE DATE" means the last day of a Purchase Period.

         2.8      "FAIR MARKET VALUE" means the closing sale price of the
Shares in the national securities market on which the Shares are traded, on the
trading day immediately preceding the day on which such value is to be
determined or, if no shares were traded on such day, on the next preceding day
on which the Shares were traded, as reported by NASDAQ or other reputable
national quotation service. If at any time the Shares are not traded on a
national securities exchange, Fair Market Value shall be the value determined
by the Board of Directors or Committee administering the Plan, taking into
consideration those factors affecting or reflecting value which they deem
appropriate.

         2.9      "NASDAQ" means the NASDAQ Stock Market or its successor.

         2.10     "PARTICIPANT" means an employee of the Company or of a parent
or subsidiary of the Company who has enrolled in the Plan by completing a
Participation Form (as such term is defined in Section 5 hereof) with the Plan
Administrator. The terms parent and subsidiary have the meanings set forth in
Code Sections 424(e) and (f), respectively.


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         2.11     "PLAN ADMINISTRATOR" means such person or entity so
designated by the Board.

         2.12     "PURCHASE PERIOD" means each quarterly period, beginning on
March 15, June 15, September 15 and December 15, with the first such Purchase
Period beginning with the Effective Date of the Plan. The first such Purchase
Period will be less than a quarter.

         2.13     "PURCHASE RIGHT" means a Participant's option to purchase
shares of Common Stock that is deemed to be granted to a Participant during a
Purchase Period pursuant to Section 7.

         2.14     "SECTION 16(b) INSIDER" means those persons subject to the
requirements of Section 16(b) of the Securities Exchange Act of 1934, as
amended.

         2.15     "SHARES" means the common stock, par value $0.001 per share,
of Telemate.Net Software, Inc., and any other stock or securities (including
any other share or securities of an entity other than Telemate.Net Software,
Inc.) for or into which the outstanding shares of such common stock are
hereinafter exchanged or changed.

         2.16     "TRADING DAY" refers to a day during which NASDAQ is
available for trading the Shares.

                                   SECTION 3.
                                  ELIGIBILITY

         (a)      Participation in the Plan is voluntary. All employees of the
Company who work at least twenty (20) hours per week, including officers and
directors who are employees but who are not members of the Committee, are
eligible to participate in the Plan. The employee's entry date in the Plan
shall be the first day of the Purchase Period immediately following the
employee's first day of employment by the Company.

         (b)      Notwithstanding any provision of the Plan to the contrary, no
employee may participate in the Plan if prior to the grant of Purchase Rights
or if following a grant of Purchase Rights under the Plan, the employee would
own, directly or by attribution, stock, Purchase Rights or other options to
purchase stock representing five percent (5%) or more of the total combined
voting power or value of all classes of the Company's stock as defined in Code
Section 423(b)(3).

                                   SECTION 4.
                         SECURITIES SUBJECT TO THE PLAN

         The maximum number of Shares which may be granted and purchased under
the Plan may not exceed five hundred thousand (500,000) Shares (subject to
adjustment as provided in Section 15), which may be authorized but unissued
shares, re-acquired shares or shares bought on the open market. If any Purchase
Right granted shall expire or terminate for any reason without having been
exercised in full, the unpurchased Shares shall again become available for
purposes of the Plan, unless the Plan has been terminated.

                                   SECTION 5.
                                 PARTICIPATION

         Eligible employees become Participants in the Plan by completing a
"Participation Form," which authorizes payroll deductions for the purpose of
participating in the Plan, and filing such Participation Form with the Plan
Administrator prior to the start date of a Purchase Period.


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                                   SECTION 6.
                               PAYROLL DEDUCTIONS

         (a)      In order to purchase Shares, a Participant may elect and
indicate on the Participation Form an amount he or she wishes to authorize the
Company to deduct at regular payroll intervals during the Purchase Period,
expressed either as (1) an integral percentage amount ranging from one percent
(1%) to ten percent (10%) of such Participant's Base Pay for the applicable
payroll period, with a minimum deduction of $10.00 per payday during the
Purchase Period, or (2) a dollar amount to be deducted pro rata at regular
payroll intervals during the Purchase Period, with a minimum deduction of
$10.00 per payday and a maximum dollar amount per payday to be set by the
Committee. The Committee shall determine from time to time whether method (1)
or (2), or both, shall be utilized. The Participation Form will include
authorization for the Company to make payroll deductions from the Participant's
Base Pay.

         (b)      Purchase Rights granted to a Participant under the Plan for
any calendar year may not represent Shares with a value in excess of
twenty-five thousand dollars ($25,000.00). The $25,000.00 limit is determined
based upon the Fair Market Value of the Shares subject to a Purchase Right as
of the first day (the grant date) of the Purchase Period during which such
Purchase Rights are granted. Participants will be notified if this limitation
becomes applicable to them.

         (c)      The amounts deducted from the Participant's Base Pay shall be
credited to a bookkeeping account established in the Participant's name under
the Plan, but no actual separate account will be established by the Company to
hold such amounts. There shall be no interest paid on the balance credited to a
Participant's account. Amounts deducted from the Participant's Base Pay may be
commingled with amounts deducted under the Plan for other Participants in a
separate account maintained by the Company. The amounts in such account may be
used by the Company for its general corporate purposes prior to the purchase of
Shares during a Purchase Period.

         (d)      Payroll deductions shall begin on the first payday of each
Purchase Period, and shall end on the last payday of each Purchase Period. A
Participant on an approved leave of absence may continue participating in the
Plan by making cash payments to the Company within a normal pay period equal to
the amount of the normal payroll deduction had the leave of absence not
occurred. The right of a Participant on an approved leave of absence to
continue participating in the Plan shall terminate upon the expiration of
twelve (12) weeks of leave, unless the Participant's right to re-employment by
the Company after a longer leave is guaranteed by statute or contract, in which
case termination of the right to participate will occur upon the expiration of
such extended period.

         (e)      So long as a Participant remains an employee of the Company,
payroll deductions will continue in effect from Purchase Period to Purchase
Period, unless prior to the first day of the next succeeding Purchase Period
the Participant:

                  (i)      elects a different rate by filing a new
Participation Form with the Plan Administrator; or

                  (ii)     withdraws from the Plan in accordance with Section 9
hereof.

                                   SECTION 7.
                            GRANT OF PURCHASE RIGHTS

         (a)      Subject to the effective date provisions of Section 17, at
5:01 p.m. Eastern Standard Time, on the last day of each Purchase Period (the
Exercise Date), each Participant who has not withdrawn from the Plan pursuant
to Section 9 shall be deemed to have been granted a Purchase Right as of the
first day of the Purchase


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Period to purchase as many full Shares as can be purchased with the balance
credited to such Participant's account as of the Exercise Date.

         (b)      The price at which each Purchase Right to purchase Shares
shall be exercised is the lower of:

                  (i)      85% of the Fair Market Value of the Shares on NASDAQ
on the first Trading Day of a Purchase Period; or

                           (ii)     85% of the Fair  Market  Value of the
Shares on NASDAQ on the last Trading Day of such Purchase Period.

         (c)      A Participant may not be granted a Purchase Right to purchase
Shares with a Fair Market Value exceeding six thousand two hundred fifty
dollars ($6,250.00) for any particular Purchase Period. The Committee shall
have the power, exercisable at any time prior to the start of a Purchase
Period, to increase or decrease the dollar value maximum Purchase Right for
that Purchase Period. The maximum, as thus adjusted, will continue in effect
from Purchase Period to Purchase Period until the Committee once again
exercises its power to adjust the maximum.

                                   SECTION 8.
                          EXERCISE OF PURCHASE RIGHTS

         (a)      Subject to the effective date provisions of Section 17, each
outstanding Purchase Right held by a Participant who has authorized payroll
deductions and not withdrawn from the Plan pursuant to Section 9 shall be
deemed automatically exercised as of 5:01 p.m. on the Exercise Date (the last
day of the Purchase Period). The exercise of the Purchase Right is accomplished
by applying the balance credited to each Participant's account as of the
Exercise Date to the purchase on the Exercise Date of whole Shares at the
purchase price in effect for the Purchase Period.

         (b)      Any amount in a Participant's account not applied to the
purchase of Shares for a Purchase Period will be held for the purchase of
Shares in the next Purchase Period.

         (c)     If the number of Shares for which Purchase Rights are
exercised exceeds the number of Shares available in any Purchase Period under
the Plan, the Shares available for exercise will be allocated by the Plan
Administrator pro rata among the Participants in such Purchase Period in
proportion to the relative amounts credited to their accounts. Any amounts not
thereby applied to the purchase of Shares under the Plan will be refunded to
the Participants after the end of the Purchase Period.

                                   SECTION 9.
                 WITHDRAWAL AND TERMINATION OF PURCHASE RIGHTS

          (a)     A Participant who has authorized payroll deductions may
withdraw from the Plan during a Purchase Period by providing written notice to
the Plan Administrator on or before 5:00 p.m. of the last business day of such
Purchase Period. Such withdrawal will become effective upon receipt by the Plan
Administrator of such notice, payroll deductions will cease as soon as is
administratively feasible from the date of such notice, and no additional
payroll deductions will be made on behalf of such Participant during the
Purchase Period. Such notice shall be on a form (the "Withdrawal Form")
provided by the Plan Administrator for that purpose. The Withdrawal Form will
permit a Participant to elect to receive all accumulated payroll deductions as
a refund without penalty or to exercise such Participant's outstanding Purchase
Rights to purchase Shares on the following Exercise Date in the amount of all
payroll deductions withheld during the Purchase Period prior to the
Participant's withdrawal.


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         (b)      Any Participant who withdraws from the Plan or is deemed to
have withdrawn from the Plan pursuant to Section 9(a) will not be eligible to
rejoin the Plan until the Purchase Period following the Purchase Period of
withdrawal. A Participant wishing to resume participation may re-enroll in the
Plan by completing and filing a new Participation Form for a subsequent
Purchase Period by following the applicable enrollment procedures.

         (c)      If a Participant ceases to be an employee of the Company for
any reason during a Purchase Period, his or her outstanding Purchase Right will
immediately terminate, and all sums previously collected from such Participant
during such Purchase Period under the terminated Purchase Right will be
refunded to the Participant.

                                  SECTION 10.
                             RIGHTS AS SHAREHOLDER

         (a)      A Participant shall not become a shareholder with respect to
Shares to be purchased during a Purchase Period until the Purchase Right has
been exercised on the Exercise Date. Thus, a Participant shall have no right to
any dividend or distribution made prior to the Exercise Date on Shares
purchased during the Purchase Period.

         (b)      The Custodian may impose upon, or pass through to, the
Participant a reasonable fee for the transfer of Shares in the form of stock
certificates from the Custodian to the Participant. It is the responsibility of
each Participant to keep his or her address current with the Company through
the Plan Administrator and with the Custodian.

                                  SECTION 11.
                     SALE OF SHARES ACQUIRED UNDER THE PLAN

         (a)      Participants may sell the Shares they acquire under the Plan
only in compliance with the restrictions set forth below:

                  (i)      Section 16(b) Insiders may be subject to certain
restrictions in connection with their transactions under the Plan and with
respect to the sale of Shares obtained under the Plan, including, but not
limited to, the Company's Insider Trading Policy, as the same may exist from
time to time.

                  (ii)     Shares obtained under the Plan by a Participant must
comply with the Company's Insider Trading Policy, as the same may exist from
time to time.

          (b)     In order to insure compliance with the restrictions and
requirements herein, the Company may issue appropriate "stop transfer"
instructions to its transfer agent, if any, and, if the Company transfers its
own securities, it may make appropriate notations to the same effect in its own
records. By executing the Participation Form, each Participant acknowledges and
agrees to the Company's rights described in this Section 11(b).

         (c)      A Participant shall immediately inform the Plan Administrator
in writing if the Participant transfers any Shares purchased through the Plan
within two (2) years from the date of grant of the related Purchase Right. Such
transfer shall include disposition by sale, gift or other manner. The
Participant may be requested to disclose the manner of the transfer, the date
of the transfer, the number of Shares involved and the transfer price. By
executing the Participation Form, each Participant obligates himself or herself
to provide such information to the Plan Administrator.


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         (d)      The Company is authorized to withhold from any payment to
be made to a Participant, including any payroll and other payments not related
to the Plan, amounts of withholding and other taxes due in connection with any
transaction under the Plan, and a Participant's enrollment in the Plan will be
deemed to constitute his or her consent to such withholding.

                                  SECTION 12.
                              PLAN ADMINISTRATION

         (a)      The Plan shall be administered by the Committee. No member of
the Board will be eligible to participate in the Plan during his or her period
of Committee service.

         (b)      The Committee shall have the plenary power, subject to and
within the express provisions of the Plan:

                  (i)      to determine the commencement and termination date
of the offering of Shares under the Plan; and

                  (ii)     to interpret the terms of the Plan, establish and
revoke rules for the administration of the Plan and correct or reconcile any
defect or inconsistency in the Plan.

         (c)      The Committee may delegate all or part of its authority to
administer the Plan to the Plan Administrator, who may in turn delegate the
day-to-day operations of the Plan to the Custodian. The Custodian will
establish and maintain, as agent for the Participants, accounts for the purpose
of holding the Shares and/or cash contributions as may be necessary or
desirable for the administration of the Plan.

         (d)      The Board may waive or modify any requirement that a notice
or election be made or filed under the Plan a specified period in advance in an
individual case or by adoption of a rule or regulation under the Plan, without
the necessity of an amendment to the Plan.

                                  SECTION 13.
                                TRANSFERABILITY

         (a)      Any account maintained by the Custodian for the benefit of a
Participant with respect to shares acquired pursuant to the Plan may only be in
the name of the Participant; provided, however, that the Participant may elect
to maintain such account with right of joint ownership with such Participant's
spouse. Such election may only be made on a form (the "Joint Account Form")
provided by the Company.

         (b)      Neither payroll deductions credited to a Participant's
account nor any Purchase Rights or other rights to acquire Shares under the
Plan may be assigned, transferred, pledged or otherwise disposed of by
Participants other than by will or the laws of descent and distribution and,
during the lifetime of a Participant, Purchase Rights may be exercised only by
the Participant.

                                  SECTION 14.
                      MERGER OR LIQUIDATION OF THE COMPANY

         In the event the Company merges with another corporation and the
Company is not the surviving entity, or in the event all or substantially all
of the stock or assets of the Company is acquired by another company, or in the
event of certain other similar transactions, the Committee may, in its sole
discretion and in connection with such transaction, cancel each outstanding
Purchase Right and refund all sums previously collected from Participants under
the canceled outstanding Purchase Rights, or, in its discretion, cause each
Participant with outstanding Purchase Rights to have his or her outstanding
Purchase Right exercised


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immediately prior to such transaction and thereby have the balance of his or
her account applied to the purchase of whole Shares (subject to the maximum
dollar limitation of Section 7(c)) at the purchase price in effect for the
Purchase Period, which would be treated as ending with the effective date of
such transaction. The balance of the account not so applied will be refunded to
the Participant. In the event of a merger in which the Company is the surviving
entity, each Participant is entitled to receive, for each Share as to which
such Participant's outstanding Purchase Rights are exercised, as nearly as
reasonably may be determined by the Committee, in its sole discretion, the
securities or property that a holder of one Share was entitled to receive upon
the merger.

                                  SECTION 15.
                    ADJUSTMENT FOR CHANGES IN CAPITALIZATION

         To prevent dilution or enlargement of the rights of Participants under
the Plan, appropriate adjustments may be made in the event any change is made
to the Company's outstanding common stock by reason of any stock dividend,
stock split, combination of shares, exchange of shares or other change in the
Shares effected without the Company's receipt of consideration. Adjustments may
be made to the maximum number and class of securities issuable under the Plan,
the maximum number and class of securities purchasable per outstanding Purchase
Right and the number and class of securities and price per share in effect
under each outstanding Purchase Right. Any such adjustments may be made
retroactively effective to the beginning of the Purchase Period in which the
change in capitalization occurs, and any such adjustment will be made by the
Committee in its sole discretion.

                                  SECTION 16.
                           AMENDMENT AND TERMINATION

         The Committee may terminate or amend the Plan at any time, subject to
the following restrictions. First, the provisions of Sections 4, 5, 6, 7 and 8
which govern the formula for the automatic grant of Purchase Rights under the
Plan may not be amended more than once in any six (6) month period. Second, any
termination or amendment made to the Plan may not affect or change Purchase
Rights previously granted under the Plan without the consent of the affected
Participant, and any amendment that materially increases the benefits or number
of Shares under the Plan (except for certain allowable adjustments in the event
of changes to the Company's capital structure or for changes authorized by the
Plan to be made by the Committee or the Plan Administrator) or materially
modifies the eligibility requirements of the Plan shall be subject to
shareholder approval. If not sooner terminated by the Committee, the Plan shall
terminate at the time Purchase Rights have been exercised with respect to all
Shares reserved for grant under the Plan.

                                  SECTION 17.
                    SHAREHOLDER APPROVAL AND EFFECTIVE DATE

         The Plan is subject to the approval of shareholders of the Company
holding a majority of the shares of the Common Stock.

         The Plan shall be deemed to have been adopted as of the Effective Date
upon the date of its approval by the shareholders of the Company. Until the
Plan is approved by the shareholders, no Purchase Rights shall be deemed
granted or exercised under Sections 7 and 8. Upon approval of the Plan by the
Company's shareholders, Purchase Rights shall be deemed granted and exercised
as of the appropriate dates in the Plan as of the Effective Date, and Shares
purchased shall be deemed purchased as of the applicable Exercise Date. In the
event the Plan is not approved by the shareholders on or before the date which
is one year from the Effective Date, the Plan shall be deemed not to have been
adopted, and all payroll deduction amounts withheld on behalf of Participants
pursuant to Section 6 shall be refunded to such Participants.


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                                  SECTION 18.
                              NO EMPLOYMENT RIGHTS

         Participation in the Plan will not impose any obligations upon the
Company to continue the employment of the Participant for any specific period
and will not affect the right of the Company to terminate such person's
employment at any time, with or without cause.

                                  SECTION 19.
                                     COSTS

         Except as set forth in Section 10(b), costs and expenses incurred in
the administration of the Plan and the maintenance of accounts with the
Custodian may be shared by the Participant and the Company, to the extent
provided in this Section 19. Any brokerage fees and commissions for the
purchase of Shares under the Plan (including Shares purchased upon reinvestment
of dividends and distributions) will be shared equally by the Participant and
the Company, but any brokerage fees and commissions for the sale of Shares
under the Plan by a Participant will be borne by such Participant.

                                  SECTION 20.
                                    REPORTS

         After the close of each Purchase Period, each Participant in the Plan
will receive a report from the Custodian indicating the amount of the
Participant's contributions to the Plan during the Purchase Period, the amount
of the contributions applied to the purchase of Shares for the Purchase Period,
the purchase price per share in effect for the Purchase Period and the amount
of the contributions (if any) carried over to the next Purchase Period.

                                  SECTION 21.
                                 GOVERNING LAW

         The validity, construction and effect of the Plan and any rules and
regulations relating to the Plan will be determined in accordance with laws of
the State of Georgia, without giving effect to its principles of conflicts of
laws, and applicable federal law.

                                  SECTION 22.
                  COMPLIANCE WITH LEGAL AND OTHER REQUIREMENTS

         The Plan, the granting and exercising of Purchase Rights hereunder,
and the other obligations of the Company, the Plan Administrator and the
Custodian under the Plan will be subject to all applicable federal and state
laws, rules, and regulations, and to such approvals by any regulatory or
governmental agency as may be required. The Company may, in its discretion,
postpone the issuance or delivery of Shares upon exercise of Purchase Rights
until completion of such registration or qualification of such Shares or other
required action under any federal or state law, rule, or regulation, listing or
other required action with respect to any automated quotation system or stock
exchange upon which the Shares or other Company securities are designated or
listed, or compliance with any other contractual obligation of the Company, as
the Company may consider appropriate, and may require any Participant to make
such representations and furnish such information as it may consider
appropriate in connection with the issuance or delivery of Shares in compliance
with applicable laws, rules, and regulations, designation or listing
requirements, or other contractual obligations.


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                                  SECTION 23.
                                 EFFECT OF PLAN

         The provisions of the Plan shall, in accordance with its terms, be
binding upon and inure to the benefit of, all successors of each employee
participating in the Plan, including, without limitation, such employee's
estate and the executors, administrators or trustees thereof, heirs and
legatees, and any receiver, trustee in bankruptcy or representative of
creditors of such employee.


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