Exhibit
10.26


 


ProUroCare
Inc.


Employment
offer to Alan Haggerty


August 22,
2005


 


	
  Position:

  	
   

  	
  VP of Engineering

  
	
   

  	
   

  	
   

  
	
  Salary:

  	
   

  	
  $135,000

  
	
   

  	
   

  	
   

  
	
  Start Date:

  	
   

  	
  Sept 6, 2005

  
	
   

  	
   

  	
   

  
	
  Incentive Bonus:

  	
   

  	
  Up to 30% (1/3 Corp, 2/3/ Individual
  goals). Goals to be jointly agreed to during the first month of employment
  and annually thereafter.

  
	
   

  	
   

  	
   

  
	
  Options:

  	
   

  	
  150,000 incentive stock options, 1/3 vest
  each year, exercise price – closing bid on day of start.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Options are transferable at grant or death.

  
	
   

  	
   

  	
   

  
	
  Severance:

  	
   

  	
  If separation occurs without cause
  (voluntary or involuntary) within the first six months of employment,
  employee will receive 25,000 shares of options which will immediately vest
  with one year to exercise and 10,000 shares of company stock for each month
  of employment.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  If separation occurs without cause
  (voluntary or involuntary) during month 7 through 12 of employment, employee
  will receive 10,000 shares of company stock for each month of employment.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  After 12 months of service, employee will
  be awarded 60,000 shares of company stock.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  All shares will be registered at the
  companies’ next registration event after award.

  
	
   

  	
   

  	
   

  
	
  Vacation:

  	
   

  	
  4 Weeks per year

  
	
   

  	
   

  	
   

  
	
  Life Insurance:

  	
   

  	
  3 Times salary in Term Insurance will be
  provided.

  
	
   

  	
   

  	
   

  
	
  Medical Insurance:

  	
   

  	
  Employee will have the option to continue
  personal health insurance plan at companies’ expense, or elect to join the
  medical plan provided by the company to its other executives.

  



 

















 


	
  Other:

  	
   

  	
  Employee will be eligible for annual
  grants, salary increases, and benefit changes consistent with the companies
  executive compensation plan.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  All expenses regarding company business, if
  reasonable, shall be reimbursed.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  At termination the company agrees to
  provide cobra benefits.

  



 

















 


ProUroCare Inc.


Proposed Benefit Programs


 


This
is only a summary of other benefits expected to be provided by ProUroCare.


 


	
  Medical

  	
   

  	
  Coverage to be provided using a program such as Blue Cross “Blue
  Choice Network” or HMO. Likely to be an 80-20 plan subject to deductibles of
  $1500 or more per person. ProUroCare expects it will pay 70% to 80% of the
  premiums, with the remainder to be employee funded. Employee premiums will
  qualify for pre-tax treatment. Once established, group medical will become
  effective on the first of the month following 30 days after the date of hire
  for all employees



  
	
  Health Saving Account



  	
   

  	
  ProUroCare will consider establishing a Medical Saving Account
  program

  
	
  401(k)

  	
   

  	
  The Company expects to
  initiate a 401(k) plan under which:

   

  •  Employee
  can elect to defer up to $13,000 per year or as allowed by IRS rules

  •  Company may
  elect to make matching contributions and/or discretionary contributions
  subject to the plan rules

  •  Investment
  options will be provided by a reputable investment firm

  
	
   

  	
   

  	
   

  
	
  Holidays

  	
   

  	
  2005 holidays:

   

  •  Eight
  company designated holidays

  



 


	
  Jan 3

  	
   

  	
  New Year’s

  
	
  May 30

  	
   

  	
  Memorial Day

  
	
  Jul 5

  	
   

  	
  4th of July

  
	
  Sept 6

  	
   

  	
  Labor Day

  
	
  Nov 25 & 26

  	
   

  	
  Thanksgiving

  
	
  Dec 23 & 26

  	
   

  	
  Christmas

  



 


	
   

  	
   

  	
  •  One
  floating holiday at the employee’s discretion for employees who start before
  July 1

  



 


The
company intends to add additional benefit programs as our group size and
profitability allow.  Programs under
consideration include a Section 125 flexible spending plan, short and
long-term disability and dental insurance.