Exhibit 10.28
US HELICOPTER
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o EMPLOYMENT AGREEMENT - DATED JULY 18, 2004; EFFECTIVE UPON CLOSING
OF $1,000,000 SECURED CONVERTIBLE DEBENTURE WITH CORNELL CAPITAL
PARTNERS L.P.
o POSITION
- VICE PRESIDENT FINANCE AND ADMINISTRATION
o RESPONSIBILITIES
- FINANCE
- ADMINISTRATION
o SALARY
- $90,000 BASE PER ANNUM
- PRE-STARTUP SALARY WILL BE 80% OF BASE
- EFFECTIVE WITH STARTUP REVERT TO BASE SALARY
- SALARY WILL MOVE TO $95,000 SIX-MONTHS AFTER STARTUP BASED ON
WORK PERFORMANCE
o START DATE
- UPON COMPLETION OF FUNDING
o CONTRACT
- FIVE YEARS
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o STOCK PLAN
- AS AGREED TO UNDER FOUNDERS/INSIDERS PERCENTAGE
- PARTICIPATION IN FUTURE STOCK OPTION PLANS (TO BE ESTABLISHED
BY THE COMPANY
o INCENTIVE PLAN
- TO BE DETERMINED/FINALIZED
o BENEFITS
- TO BE DETERMINED/FINALIZED
o FORMAL AGREEMENT TO BE PREPARED BY G, B & B
AGREED TO:
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Chief Executive Officer
US Helicopter
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