VP of Marketing Employment Agreement

LETTERHEAD]


April 29, 1997


Rick Apple


Dear Rick:


We are pleased to offer you the position of Senior VP of Marketing with Tech Squared. We're sure you will find working with Tech Squared both challenging and rewarding. Your responsibilities will be to:


1) Manage the creation, production, and mailing of our DTP Direct catalog. 2) Assist management in setting strategic marketing direction. 3) Manage all mailing lists. 4) Work with Product Management to optimize our product offering. 5) Work with Sales to ensure marketing initiatives are implemented properly. 6) Research and report to management on all relevant catalog performance
criteria. 7) Negotiate favorable terms for catalog printing, mailing, and list
acquisition. 8) Oversee the implementation of a commercial web site. 9) Create and execute weekly DTP and T2 Fax Blasts. 10) Other responsibilities which may be assigned from time to time.


Compensation for the responsibilities outlined above will be:


1.) Salary - From your start date through October 15, your salary will be paid twice a month at the rate of $90,000 per year. On October 15th, we will review your performance. If your employment is continued, your salary will be increased to $120,000 per year. Your performance goals for this period are to:
- Increase the average number of daily inbound calls (DTP client calls +
prospect calls) by 15% over current (cycle 23) levels.
- Maintain a minimum DTP Direct gross sales margin of 18% or higher (our
goal is 20%).
- Achieve a monthly operating profit of $20,000 or more.


2.) Purchase of InfiNet mailing lists - Upon your joining the company, Tech Squared will purchase InfiNet's mailing lists for $25,000. The purchase price will be paid in twelve equal monthly installments beginning May 1, 1997. Any and all InfiNet liabilities will remain the responsibility of Rick Apple.


3.) Bonus - You will be eligible to earn bonuses in addition to your base salary. The bonus plan will be based on the company's growth and operating profits, per Attachment "A".


4.) Stock Options - upon joining the company, subject to acceptance by the board of directors, you will receive an option to purchase 1,000,000 shares of common stock at $0.75 per share under the company's existing Stock Incentive Program. Your options will vest as f ...