SALARIED EMPLOYEE SECONDMENT AGREEMENT*

This Secondment Agreement (the "Agreement") is made effective on July 14, 2000 (the "Effective Date"), between Vastera Solutions Services Corporation, a Delaware corporation with offices at 45025 Aviation Drive, Suite 200, Dulles, Virginia 20166 ("Vastera"), and Ford Motor Company, a Delaware corporation, with offices at The American Road, Dear born, Michigan 48121 ("Ford"). Vastera and Ford referred to herein individually as a "Party" and collectively as the "Parties".

RECITALS

A. Vastera is engaged in the business of providing solutions for global trade management to clients ("Business");

B. Pursuant to the terms of a Stock Transfer Agreement among Ford, Vastera and Vastera, Inc. dated as of July 14, 2000, Vastera acquired substantially all of the assets related to the operation of Ford's customs operations;

C. Vastera plans to offer, or cause its Affiliates to offer, about 120 of the 135 employees who are engaged in providing custom services to Ford or its Affiliates ("Ford Customs Employees") employment with Vastera or its Affiliates over phased periods in order to assist Vastera in conducting the Business. Ford Customs Employees who decline Vastera's offer of employment will remain Ford Customs Employees but will be seconded to Vastera for a limited term, and then be transitioned back to Ford.

D. This Agreement sets forth the terms and conditions for seconding the U. S. based Ford Customs Employees ("U. S. Ford Customs Employees").

NOW, THEREFORE, in consideration of the premises and mutual promises herein made, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. TERM. The term of this Agreement shall commence on the Effective Date and shall terminate on December 31, 2002. ("Term"). During the Term, this Agreement may be terminated only upon mutual agreement between the Parties or by a material breach by either Party after reasonable notice and an opportunity to cure the breach.

2. ASSIGNMENT OF U. S. FORD CUSTOMS EMPLOYEES.

2.1 EMPLOYEE CENSUS. Attachment A attached hereto sets forth a list of the U. S. Ford Customs Employees to be seconded to Vastera as of the Effective Date, together with their base salary rate, any other targeted or mandatory cash compensation, including without limitation, bonus levels (based on 2000 target bonus range), job classification, FCG status (as defined below) and scheduled rotation date and social security number where applicable ("Seconded Employees"). The period during which Seconded Employees are seconded to Vastera is referred to as the "Assigned Period". During the Assigned Period, Ford shall make available to Vastera the services of the Seconded Employees, on a full-time or part-time basis.

2.2 VASTERA EMPLOYMENT. Seconded Employees may resign employment with Ford according to Ford's policies. In the event of such resignation, Ford will cooperate with Vastera in searching for and identifying appropriate candidates for Vastera to hire to fill such positions. Vastera shall have the right to hire any Seconded Employee and Ford shall not interfere with Vastera's attempt to hire any Seconded Employee. If a Seconded Employee desires to accept Vastera's offer of employment, Ford shall terminate such employee on a date mutually agreed by the Parties. In such event, the Seconded Employee shall be removed from Attachment A on Vastera's hire date.

2.3 REPATRIATION TO FORD. Except as provided below or in Section 4.2, prior to*, no Seconded Employee shall be repatriated to Ford. In the event that there is an advancement, promotional or other career development opportunity available for a Seconded Employee, and upon mutual agreement between the Parties, a Seconded Employee may be released from this Agreement and repatriated to Ford on a mutually agreeable date, and Attachment A shall be modified accordingly. Notwithstanding anything herein to the contrary, any Seconded Employee who is in the Ford College Graduate Program ("FCG") as of the Effective Date shall be repatriated to Ford on the scheduled rotation date and Attachment A shall be modified accordingly. Nothing herein contained shall preclude Vastera from making an offer of employment to a FCG. On or after*, if Ford wishes to remove a Seconded Employee from Attachment A for placement at Ford, Ford shall give Vastera prior written notice of its request for such removal whereupon Ford and Vastera shall meet in good faith to determine the timing of such removal after consideration of each Party's mutual needs, such as Vastera's ability to replace the Seconded Employee and the timing of Ford's placement opportunities. Once a date is mutually agreed, the Seconded Employee shall be removed from Attachment A on the date the Seconded Employee is repatriated to Ford.

3. LIAISONS. Each of Ford and Vastera shall appoint a liaison for purposes of administering the terms of this Agreement. The names of the liaisons shall be attached hereto as Attachment B. Either Party may change its liaison by giving notice thereof to the other Party, and substituting a new Attachment B. The Liaisons, by way of example but not limited to the following, will coordinate benefit questions, leave requests, disciplinary issues, performance concerns and personnel matters.

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