**Amendment No. 1ToEmployment Agreement**

            THISAMENDMENT NO. 1 dated as of December 12, 2000 between OneLink, Inc., aMinnesota corporation (formerly known as “OneLink Communications, Inc., the“Company”) and Paul Lidsky, an individual resident of the State of Minnesota(the ”Executive”).

            WHEREAS,the Company and Executive entered into an Employment Agreement (the“Agreement”) dated September 2, 1997; and

            WHEREAS,the Board of Directors of the Company (the “Board”) has determined that it isin the best interests of the Company and its shareholders to reinforce andencourage the continued attention and dedication of Executive to his assignedduties; and

            WHEREAS,Executive desires to amend the Agreement pursuant to the terms and conditionshereof.

            NOW THEREFOREin consideration of the foregoing and for other good and valuable considerationthe receipt and sufficiency of which is hereby acknowledged the parties herebyagree as follows:

1.           Capitalized terms used without definition herein shallhave the meanings set forth in the Agreement.

2.           The second sentence of paragraph 2 shall be deleted in itsentirety and the following shall be substituted in lieu thereof:

“Thereafter, the term of thisAgreement shall be automatically extended for successive one (1) year periodsunless either party objects to such extension by written notice to the otherparty at least sixty (60) days prior to the end of the initial term or anyextension term, provided, however that if a Change of Control (as definedbelow) shall have occurred during such term, the term of this Agreement shallbe automatically extended until the end of the six (6) moths period beginningon the date of such Change of Control and shall terminate at the end of suchperiod.”

3.            A new paragraph 10.08 shall be added to the end ofSection 10 as follows:

“The word “Company” as usedherein shall also include any other entity that (i) employs Executiveimmediately after a Change in Control, (ii) is a successor to or assignee ofthe business and/or assets of the Company and (iii) either executes anddelivers the agreement provided for in Section 12.06 or otherwise becomes orremains bound by all the terms and provisions of this Agreement by operation oflaw.”

4.           SECTION 12.06 of the Agreement shall be deleted in its entiretyand the following shall be substituted in lieu thereof:

Successors and Assigns.  (a) This Agreement shall inure to the benefit of and be enforceable by theCompany and its successors and assigns, and by the Executive's personal andlegal representatives, executors, administrators, successors, heirs,distributees, devisees and legatees.  Ifthe Executive should die while any amounts are still payable to him hereunder,all such amounts, unless otherwise provided herein, shall be paid in accordancewith the terms of this Agreement to the Executive's beneficiary last designatedin a writing delivered to the Employer before his death, or otherwise to theExecutive's devisee or legatee under a last will and testament or testamentarytrust or, if there be none of the foregoing, to the Executive's estate.

(b) TheCompany will require any successor or assign that purchases (other than by amerger of corporations) all or substantially all of the business and/or assetsof the Company, by agreement in form and substance reasonably satisfactory tothe Executive, to expressly, absolutely and unconditionally assume and agree toperform this Agreement in the same manner and to the same extent that theCompany would be required to perform it if no such purchase had taken place.

5.           Except as explicitly set forth herein the Agreement shallnot be modified, amended or changed.

IN WITNESS WHEREOF the partieshave duly executed this Agreement as of the date and year first above written.

 

 

|   | ONELINK, INC.      |   |   |
|--------|--------------------|--------|--------|
|   |               |   |   |
|   | By                 |   |   |
|   | Its:               |   |   |
|   |               |   |   |
|   |     |   |   |
|   | Paul Lidsky        |   |   |