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EXHIBIT 10.24

EXECUTIVE EMPLOYMENT AGREEMENT

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this Agreement) is made as of
January 15, 2001, between Cysive, Inc., a Delaware corporation (the Company),
and John Carbonell (Executive).

The parties hereto agree as follows:

1.     Employment. The Company agrees to employ Executive and Executive
accepts such employment for the period beginning as of the date hereof and
ending on the fourth anniversary of the date hereof or upon Executives earlier
separation pursuant to Section 1(d)hereof (the Employment Period); provided,
however, that the Employment Period shall automatically be renewed for an
additional two year period commencing on the fourth anniversary of the date
hereof unless either the Company or the Executive gives the other at least 60
days written notice prior to the fourth anniversary of its desire to terminate
this Agreement.

(a)       Position and Duties. During the Employment Period, Executive shall
serve as Vice President of the Customer Practice Group of the Company and shall
have the normal duties, responsibilities and authority of the Vice President of
the Customer Practice Group, subject to the power of the Chief Executive
Officer or the Companys board of directors (the Board) to expand or limit
such duties, responsibilities and authority and to override actions of the Vice
President of the Customer Practice Group. Executive shall report to the Chief
Executive Officer and Executive shall devote his best efforts and his full
business time and attention to the business and affairs of the Company and its
subsidiaries.

(b)       Salary, Bonus and Benefits. For the calendar year 2001, the Company
will pay Executive a base salary of $160,000 per annum (the Annual Base
Salary). During 2001, Executive shall receive the Base Bonus when and if the
Company achieves certain performance targets, and, additionally, Executive may
also receive an Accelerated Bonus if and when the Company exceeds those certain
performance targets, subject to the discretion of the Chief Executive Officer
(the Bonus). The Base Bonus means an amount equal to the product of 0.75
multiplied by the Annual Base Salary and Accelerated Bonus means an additional
amount as determined by the Chief Executive Officer. Executives Annual Base
Salary and Bonus for any partial year will be prorated based upon the number of
days elapsed in such year. In addition, during the Employment Period,
Executive will be entitled to such other benefits approved by the Chief
Executive Officer and made available to the Companys senior executives,
including, but not limited to, vacation time, tuition reimbursement,
reimbursement of business expenses and healthcare benefits.

(c)       Stock Options. Executive shall be eligible to receive grants of
options to purchase the Companys common stock from time to time during the
Employment Period, the granting of which will remain subject to the sole and
absolute discretion of the Chief Executive Officer. All terms and conditions
of a grant of stock options shall be governed by the applicable stock option
grant agreement.

(d)       Separation. Executives employment by the Company during the
Employment Period will continue until Executives resignation at any time or
until Executives

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disability or death or until the Chief Executive Officer terminates
Executives Employment at any time during the Employment Period (the
Separation). If the Employment Period is terminated by the Executive without
Good Reason, then the termination will be effective thirty (30) days after the
date of delivery of written notice of termination. If the Employment Period is
terminated by the Board or the Chief Executive Officer without Cause or by the
Executive with Good Reason, then the termination will be effective fifteen (15)
days after the date of delivery of written notice of termination. If the
Employment Period is terminated by the Board or the Chief Executive Officer
with Cause, termination will be effective fifteen (15) days after the date of
delivery of written notice of termination. If the Employment Period is
terminated by the Board or the Chief Executive Officer with Cause or by the
Executive without Good Reason, then the Executive shall be entitled to receive
his Annual Base Salary and all fringe benefits pro-rated through the effective
date of termination. If the Employment Period is terminated by the Board or
the Chief Executive Officer without Cause or by the Executive with Good Reason,
then the Executive shall be entitled to receive his Annual Base Salary, the
Base Bonus (in effect at the time of termination) and all fringe benefits for
one year from the effective date of termination (such payments and fringe
benefits are referred hereinafter as the Severance Payment) payable over time
in accordance with normal payroll practices. If the Employment Period is
terminated due to death, then the Annual Base Salary and medical insurance will
be continued through the next full calendar month following the month in which
the Executive died. If the Employment Period is terminated due to Disability
(as defined herein), then the Annual Base Salary, medical insurance and
disability insurance will be continued until the last day of the six-month
period following the Disability; provided, however, that such Annual Base
Salary shall be reduced by the amount of any disability income payments made to
the Executive during such six-month period from any insurance or other policies
provided by the Company. In the event Executive is owed amounts under this
Section 1(d), such amounts may be withheld by the Company upon a breach or
threatened breach of the terms and conditions of Section 3below.

2.     Confidential Information

(a)      Executive acknowledges that the Company is engaged in the business of
software engineering and it builds and implements complex and highly customized
systems supporting large scale electronic commerce businesses (the Business).
Executive further acknowledges that the Business and its continued success
depend upon the use and protection of a large body of confidential and
proprietary information, and that he holds a position of trust and confidence
by virtue of which he necessarily possesses, has access to and, as a
consequence of his signing this Agreement, will continue to possess and have
access to, highly valuable, confidential and proprietary information of the
Company not known to the public in general, and that it would be improper for
him to make use of this information for the benefit of himself and others. All
of such confidential and proprietary information now existing or to be
developed in the future will be referred to in this Agreement as Confidential
Information. This includes, without limitation, information relating to the
nature and operation of the Business or any other business conducted by the
Company, the persons, firms and corporations which are customers or active
prospects of the Company during Executives employment by the Company, the
Business development transition and transformation plans, methodology and
methods of doing business, strategic, acquisition, marketing and expansion
plans, including plans regarding planned and potential acquisitions and sales,
financial and business plans, employee lists, numbers and location of sales
representatives, new and existing programs and services (and those under

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development), prices and terms, customer service, integration processes
requirements, costs of providing service, support and equipment and equipment
maintenance costs. Confidential Information shall not include any information
that has become generally known to, and available for use by, the public other
than as a result of Executives acts or omissions in contravention of the terms
and provisions of this Agreement.

(b)      Disclosure of any Confidential Information of the Company shall not be
prohibited if such disclosure is directly pursuant to a valid and existing
order of a court or other governmental body or agency within the
United States; provided, however, that (i) Executive shall first have given prompt notice to
the Company of any such possible or prospective order (or proceeding pursuant
to which any such order may result) and (ii) Executive shall afford the Company
a reasonable opportunity to prevent or limit any such disclosure.

(c)      During the Employment Period and for a period of three (3) years
thereafter, Executive will preserve and protect as confidential all of the
Confidential Information known to Executive or at any time in Executives
possession. In addition, during the Employment Period and at all times
thereafter, Executive will not disclose to any unauthorized person or use for
his own account any of such Confidential Information without the Boards or the
Chief Executive Officers written consent. Executive agrees to deliver to the
Company at a Separation, or at any other time the Company may request in
writing, all memoranda, notes, plans, records, reports and other documents (and
copies thereof) containing or otherwise relating to any of the Confidential
Information (including, without limitation, all acquisition prospects, lists
and contact information) which he may then possess or have under his control.
Executive acknowledges that all such memoranda, notes, plans, records, reports
and other documents are, and at all times shall be and shall remain, the
property of the Company.

(d)      Executive will fully comply with any agreement reasonably required by
any of the Companys customers, both actual and potential, business partners,
suppliers or contractors with respect to the protection of the confidential and
proprietary information of such persons or entities.

3.     Noncompetition and Nonsolicitation. Executive acknowledges that in the
course of his employment with the Company, he will become familiar with the
Confidential Information concerning the Company and the Business, including
without limitation customer lists and contacts, and that his services will be
of special, unique and extraordinary value to the Company. Executive agrees
that the Company has a protectable interest in the Confidential Information
acquired by Executive during the course of his employment with the Company.
Therefore, Executive agrees to the following:

(a)      Noncompetition. So long as Executive is employed or affiliated with
the Company and for an additional one (1) year thereafter, he shall not,
anywhere within 50 miles of any of the Companys offices in the United States,
directly or indirectly own, manage, control, participate in, consult with,
render services for, or in any manner engage in, any customer or any business
actually competing with the Business of the Company, in whole or in part, at
the time of termination.

(b)      Nonsolicitation. So long as Executive is employed or affiliated with
the

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Company and for an additional two (2) years thereafter, the Executive
shall not directly or indirectly through another entity (i) induce or attempt
to induce any employee of the Company to leave the employ of the Company, or in
any way interfere with the relationship between the Company and any employee
thereof, (ii) hire any person who was an employee of the Company within one
year prior to the time such employee was hired by the Executive, (iii) induce
or attempt to induce any owner of a customer, supplier, licensee or other
business relation of the Company to cease doing business with the Company or in
any way interfere with the relationship between any such customer, supplier,
licensee or business relation and the Company, or (iv) directly or indirectly
acquire or attempt to acquire an interest in any business relating to the
Business of the Company and with which, to Executives knowledge, the Company
has entertained discussions or has requested and received information relating
to the acquisition of such Business by the Company in the one-year period
immediately preceding a Separation.

(c)      Enforcement. If, at the time of enforcement of Section 2or Section 3
of this Agreement, a court holds that the restrictions stated herein are
unreasonable under the circumstances then existing, the parties hereto agree
that the maximum duration, scope or geographical area reasonable under such
circumstances shall be substituted for the stated period, scope or geographical
area and that the court shall be allowed to revise the restrictions contained
herein to cover the maximum duration, scope and geographical area permitted by
law. Because Executives services are unique and because Executive has access
to Confidential Information, the parties hereto agree that money damages would
be an inadequate remedy for any breach of this Agreement. Therefore, in the
event of a breach or threatened breach of Section 2or Section 3of this
Agreement, the Company or any of its successors or assigns shall, in addition
to other rights and remedies existing in its favor, be entitled to specific
performance and/or injunctive or other relief in order to enforce, or prevent
any violations of, the provisions of Section 2or Section 3from any court of
competent jurisdiction.

(d)      Additional Acknowledgments. Executive acknowledges that the
provisions of this Section are in consideration of: (i) employment with the
Company and (ii) additional good and valuable consideration as set forth in
this Agreement. Executive expressly agrees and acknowledges that the
restrictions contained in Section 2and Section 3do not preclude Executive
from earning a livelihood, nor does it unreasonably impose limitations on
Executives ability to earn a living. In addition, Executive agrees and
acknowledges that the potential harm to the Company of its non-enforcement
outweighs any harm to the Executive of its enforcement by injunction or
otherwise. Executive acknowledges that he has carefully read this Agreement
and has given careful consideration to the restraints imposed upon the
Executive by this Agreement, and is in full accord as to their necessity for
the reasonable and proper protection of the Confidential Information.
Executive expressly acknowledges and agrees that each and every restraint
imposed by this Agreement is reasonable with respect to subject matter, time
period and geographical area.

(e)      Executives Representations and Warranties. Executive represents and
warrants that he has full right and authority to enter into this Agreement and
fully perform his obligations hereunder, that he is not subject to any
non-competition agreement that would prevent or restrict him in any way from
rendering the services hereunder anywhere in the world, and that his past,
present and anticipated future activities have not, and will not, infringe on
the proprietary rights of others. Executive further represents and warrants
that he is not obligated

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under any contract (including licenses, covenants or commitments of any
nature) or other agreement, or subject to any judgment, decree or order of any
court or administrative agency which would conflict with his obligation to use
his best efforts to promote the interests of the Company or which would
conflict with the Companys business as conducted or proposed to be conducted.
Neither the execution nor delivery of this Agreement, nor the carrying on of
the Companys business as an officer, director or employee by Executive, will
conflict with or result in a breach of the terms, conditions or provisions of,
or constitute a default under, any contract, covenant or instrument under which
Executive is now obligated.

(f)      Notwithstanding the foregoing, the terms and conditions of Section
3(a)shall be inoperative and shall have no further effect, and Executive shall
have no continuing obligation with respect thereto, upon (A) the occurrence of
an event which constitutes a Change of Control (as defined herein) of the
Company and (B)(i) the termination of Executives employment without Cause (as
defined herein) or (ii) termination of employment by Executive with Good Reason
(as defined herein), in either case within one (1) year of the date on which
the Change of Control takes place.

4.     Definitions.

Beneficial Owner means a beneficial owner within the meaning of Rule
13d-3 under the Exchange Act.

Cause means (i) the commission of a felony or a crime involving moral
turpitude or the intentional commission of any other act or omission involving
dishonesty or fraud with respect to the Company or any of its customers or
suppliers, (ii) conduct tending to bring the Company into public disgrace or
disrepute, (iii) substantial and repeated failure to perform duties of the
office held by Executive as reasonably directed by the Board or the Chief
Executive Officer, (iv) gross negligence or willful misconduct with respect to
the Company, its customer, suppliers or employees or (v) any breach of Section
2 or Section 3 of this Agreement by Executive.

Change of Control means: (A) the dissolution or liquidation of the
Company or upon a merger, consolidation, or reorganization of the Company with
one or more other entities in which the Company is not the surviving entity,
(B) the sale of substantially all of the assets of the Company to another
entity or (C) any transaction (including, without limitation, a merger or
reorganization in which the Company is the surviving entity) approved by the
Board that results in any person or entity (or person or entities acting as a
group or otherwise in concert), owning fifty percent (50%) or more of the
combined voting power of all classes of securities of the Company (other than
persons who are shareholders or affiliates of the Company at the time the Plan
is approved by the Companys shareholders.

Disability means a physical or mental condition which, for a continuous
period of at least six (6) months, has or will prevent the Executive from
performing his duties on a full time basis and in a professional and consistent
manner. Any dispute as to the Executives Disability shall be referred to and
resolved by a licensed physician selected and approved by the Board.

Exchange Act means the Securities and Exchange Act of 1934, as amended.

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Good Reason means Executives resignation within 30 days after his
discovery of any material breach of Section 1 of this Agreement by the Company
which is not cured within thirty (30) business days after written notice
thereof from Executive.

Person means an individual, a partnership, a limited liability company,
a corporation, an association, a joint stock company, a trust, a joint venture,
an unincorporated organization and a governmental entity or any department,
agency or political subdivision thereof.

5.     Notices. Any notice provided for in this Agreement must be in writing
and must be either personally delivered, mailed by first class mail (postage
prepaid and return receipt requested) or sent by reputable overnight courier
service (charges prepaid) to the recipient at the address below indicated:

If to the Company:



| | Cysive, Inc.
10780 Parkridge Blvd.
Suite 400
Reston, Virginia 20191
Attention: Nelson A. Carbonell, Jr. and Joseph M. Boyle
| | ---------------------------------------------------------------------------------------------------------------------------

If to the Executive:



| | John Carbonell
Cysive, Inc.
10780 Parkridge Blvd.
Suite 400
Reston, Virginia 20191
| | ----------------------------------------------------------------------------------

or such other address or to the attention of such other person as the recipient
party shall have specified by prior written notice to the sending party. Any
notice under this Agreement will be deemed to have been given when so delivered
or sent or, if mailed, five days after deposit in the U.S. mail.

6.     General Provisions.

(a)      Severability. Whenever possible, each provision of this Agreement
will be interpreted in such manner as to be effective and valid under
applicable law, but if any provision of this Agreement is held to be invalid,
illegal or unenforceable in any respect under any applicable law or rule in any
jurisdiction, such invalidity, illegality or unenforceability will not affect
any other provision or any other jurisdiction, but this Agreement will be
reformed, construed and enforced in such jurisdiction as if such invalid,
illegal or unenforceable provision had never been contained herein.

(b)      Complete Agreement. Except for stock option grant agreements, the
terms and conditions of which govern the granting of stock options to the
Executive, this Agreement,

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those documents expressly referred to herein and other documents of even
date herewith embody the complete agreement and understanding among the parties
and supersede and preempt any prior understandings, agreements or
representations by or among the parties, written or oral, which may have
related to the subject matter hereof in any way.

(c)      Counterparts. This Agreement may be executed in separate
counterparts, each of which is deemed to be an original and all of which taken
together constitute one and the same agreement.

(d)      Successors and Assigns. Except as otherwise provided herein, this
Agreement shall bind and inure to the benefit of and be enforceable by
Executive and the Company and their respective successors and assigns.

(e)      Choice of Law. All questions concerning the construction, validity
and interpretation of this Agreement and the exhibits hereto will be governed
by and construed in accordance with the internal laws of the Commonwealth of
Virginia, without giving effect to any choice of law or conflict of law
provision or rule (whether of the Commonwealth of Virginia or any other
jurisdiction) that would cause the application of the laws of any jurisdiction
other than the Commonwealth of Virginia.

(f)      Remedies. Each of the parties to this Agreement will be entitled to
enforce its rights under this Agreement specifically, to recover damages and
costs (including attorneys fees) caused by any breach of any provision of this
Agreement and to exercise all other rights existing in its favor. The parties
hereto agree and acknowledge that money damages may not be an adequate remedy
for any breach of the provisions of this Agreement and that any party may in
its sole discretion apply to any court of law or equity of competent
jurisdiction (without posting any bond or deposit) for specific performance
and/or other injunctive relief in order to enforce or prevent any violations of
the provisions of this Agreement.

(g)      Amendment and Waiver. The provisions of this Agreement may be amended
and waived only with the prior written consent of the Company and the
Executive.

(h)      Business Days. If any time period for giving notice or taking action
hereunder expires on a day which is a Saturday, Sunday or holiday in the state
in which the Companys principal place of business is located, the time period
shall be automatically extended to the business day immediately following such
Saturday, Sunday or holiday.

(i)      Termination. This Agreement (except for the provisions of Sections
1(a) and 1(b)) shall survive a Separation and shall remain in full force and
effect after such Separation.

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IN WITNESS WHEREOF, the parties hereto have executed this Executive
Employment Agreement on the date first written above.



| |                |        |                                                
| | -------------- | ------ | -----------------------------------------------
| | CYSIVE, INC.  
|
| | By:            |        |                                                
| |                |       
| |                | Name:  | Nelson A. Carbonell, Jr.                       
| |                | Title: | Chairman, President and
Chief Executive Officer
|
| | EXECUTIVE     
|
| |               
| | John Carbonell

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