EXHIBIT 10(xxx)

                        LIMITED RECOURSE PROMISSORY NOTE


$121,875.00                                                   September 28, 2001
                                                        Golden Valley, Minnesota

         For Value Received, James W. Hansen ("Borrower"), promises to pay to
the order of E.mergent, Inc., a Delaware corporation ("Holder"), at 5960 Golden
Hills Drive, Golden Valley, Minnesota 55416, or at such other place as the
holder hereof may from time to time in writing designate, in lawful money of the
United States of America, the principal sum of One Hundred Twenty One Thousand
Eight Hundred Seventy Five and No/100ths Dollars ($121,875.00) (the "Principal
Balance"). The Principal Balance shall bear interest until maturity of this Note
at a variable rate (which adjusts on the first day of each month) equal to the
"prime rate" of interest as announced from time to time by the Wall Street
Journal and in effect on such first day of the month or, if lower, the highest
rate permitted by law. If the Principal Balance and all accrued and unpaid
interest is not paid at maturity, the accrued and unpaid interest shall be added
to the unpaid Principal Balance and shall bear interest thereafter from the
maturity date until this Note is paid in full at a variable rate equal to the
three percent above the prime rate as announced from time to time by the Wall
Street Journal or, if lower, the highest rate permitted by law. All interest
hereunder shall be computed on the basis of the actual number of days elapsed in
a 360-day year.

         The entire Principal Balance and all accrued interest shall be paid in
full to Holder on or before September 27, 2002, the maturity date of this Note.
The Borrower may prepay the Principal Balance or accrued interest in whole or in
part at any time without premium or penalty.

         This Note is given to finance Borrower's purchase of 150,000 shares of
common stock of E.mergent, Inc. (the "Acquired Stock") upon Borrower's exercise
of certain nonqualified stock options as of the date of this Note. E.mergent,
Inc. shall be entitled to retain the proceeds of this Note in satisfaction of
the exercise price for such Acquired Stock. This Note is secured by a pledge of
the Acquired Stock under a Pledge Agreement of even date herewith.

         Notwithstanding anything contained in this Note to the contrary, the
Holder expressly agrees that the personal liability of the Borrower for the
Principal Balance (but not as to accrued and unpaid interest thereon) under this
Note and the Pledge Agreement shall be strictly and absolutely limited to
Borrower's interest in the Acquired Stock and the other collateral covered by
the Pledge Agreement, and the Holder agrees not to seek to procure payment out
of any other assets of the Borrower or to seek any judgment for any deficiency
remaining after foreclosure of or exercise of the power of sale contained in the
Pledge Agreement. Accrued and unpaid interest on the Principal Balance shall be
fully recourse. Nothing in this paragraph shall be deemed to be a release or
impairment of the indebtedness evidenced by this Note or the security therefore
intended by the Pledge Agreement, or be deemed to preclude the holder from
foreclosing (including judicial foreclosure) or exercising the power of sale
under the Pledge Agreement, or be deemed to release, affect or impair the
validity or enforceability of the lien or security interests created by the
Pledge Agreement. Notwithstanding the foregoing, it is expressly understood and
agreed that the aforesaid limitation on liability shall in no way affect or
apply to the Borrower's continued person liability for:

                  (1) Fraud or material misrepresentation made in connection
         with this Note or any instrument governing, securing or pertaining to
         the payment hereof; and

                  (2) All court costs and reasonable attorneys' fees incurred in
         the enforcement of this Note.

         In the event of default under the terms of this Note, the Holder shall
have the option to accelerate the maturity of this Note and to declare all or
any portion of this Note to be due and payable immediately without further
notice or demand, and interest shall be computed and payable on the then unpaid
balance of the Principal Balance and all accrued and unpaid interest until said
principal together with all accrued interest is paid. For purposes of this Note,
an event of default shall include the following:


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                  (a) A default in the payment of the Principal Balance or any
         interest when due;

                  (b) The filing of a judgment against Borrower or the issuance
         of a garnishment, attachment, levy or execution against any of the
         material assets of Borrower;

                  (c) The Borrower's filing a petition in bankruptcy or any
         petition or application for any relief under any provision of the
         Bankruptcy Act or to take advantage of any law pertaining to
         reorganization, insolvency or readjustment or debt;

                  (d) The Borrower's making an assignment for the benefit of
         creditors, admitting in writing the inability to pay debts as they
         become due, or being adjudicated a bankrupt or insolvent;

                  (e) The commitment of any act of bankruptcy or answering a
         petition filed against Borrower in any proceeding under the Bankruptcy
         Act or any law pertaining to reorganization, insolvency or readjustment
         of debt admitting the material allegations thereof;

                  (f) The death or incapacity of Borrower; or

                  (g) Borrower's voluntary resignation or other termination of
         employment with the Holder.

         The Borrower hereby agrees to pay all costs of collection, including
reasonable attorneys fees and legal expenses in the event this Note is not paid
when due.

         No delay or omission on the part of the Holder in exercising any right
hereunder shall operate as a waiver of such right or of any other remedy under
this Note. A waiver on any one occasion shall not be construed as a waiver of
any such right or remedy on a future occasion.

         All makers, endorsers, sureties, guarantors and other accommodation
parties hereby waive presentment for payment, protest and notice of nonpayment
and consent, without affecting their liability hereunder, to any and all
extensions, renewals, substitutions and alterations of any of the terms of this
Note and to the release of or failure by the Holder hereof to exercise any
rights against any party liable for or any property securing payment thereof.

                  This Note shall be governed by and construed in accordance
with the laws of the State of Minnesota. The undersigned hereby consents to the
personal jurisdiction of the state and federal courts located in the State of
Minnesota in connection with any controversy related in any way to this Note or
any security or guaranty for this Note, waive any argument that venue in such
forums is not convenient, and agrees that any litigation initiated by him
against any holder of this Note relating in any way to this Note shall be venued
in either the District Court of Hennepin County, Minnesota, or the United States
District Court, District of Minnesota, Fourth Division and waives any right they
may have to trial by jury in respect to any litigation based on, or arising out
of, under or in connection with this Note. Interest on any amount under this
Note shall continue to accrue, at the option of the Holder, until such Holder
receives final payment of such amount in collected funds in form and substance
acceptable to such Holder.

                                        BORROWER



                                        /s/ James Hansen
                                        ----------------------------------------
                                        James W. Hansen


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