Employment
      Agreement to be entered into by 

    and
      among 

    UNIVERSAL
      INFOTAINMENT SYSTEMS 

    CORPORATION

    and

    Mr.
      Emanuel G Pavlopoulos

    


    
      	
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              Pavlopoulos,
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    EMPLOYMENT
      AGREEMENT

    


    THIS
      AGREEMENT made as of this 2nd
      day of
      May, 2008 (the “Agreement"), by and between Universal Infotainment Systems
      Corporation, a Nevada corporation ("Employer"), and Emanuel G Pavlopoulos
      ("Employee").

    


    WITNESSETH:

    


    WHEREAS,
      Employer desires to employ Employee and Employee desires to be employed by
      Employer as the President
      of the
      Universal Infotainment Systems Corporation. 

    


    WHEREAS,
      Employer recognizes the need of the knowledge, talents and assistance of
      Employee and desires to enter into this Agreement to secure the
      foregoing.

    


    NOW,
      THEREFORE, in consideration of the promises herein contained, the parties
      covenant and agree as follows:

    


    1.
      EMPLOYMENT, Employer agrees to employ Employee and Employee agrees to be
      employed by Employer and to perform work as determined by Employer, as President
      on the terms and conditions set forth in this Agreement. 

    


    This
      Agreement shall be effective as of the date hereof (the "Effective
      Date").

    


    2.
      COMPENSATION. Employer agrees to employ Employee at the base rate of
      compensation of $115,000
      per
      year. Compensation is to be paid on the 15th
      and last day of each month.

    


    In
      addition to the base compensation, Employer agrees to pay or provide Employee
      with the following:

    


    A. BENEFITS.
      Employer shall provide Employee with other benefits as are set forth on Exhibit
      A attached hereto and incorporated herein by reference.

    


    B. EXPENSES.
      Reimbursement for reasonable expenses actually incurred by Employee in the
      furtherance of Employer's business, including, but not limited to, telephone
      calls (including business related calls on Employee's cellular phone and
      business related long distance calls), entertainment, attendance at conferences,
      conventions and institutes, provided proper itemization of said expenses is
      furnished
      Employer by Employee. All such expenditures shall be subject to the reasonable
      control of Employer or as deemed by the board of Directors.

    


    C. MEDICAL
      and DISABILITY BENEFITS. Employee shall be entitled to participate in Employer's
      medical program, Employer-paid disability and other benefit 

    programs
      as other executives of Employer are entitled to participate in, as is in place
      from time to time. 

    


    
      	
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    D. ADDITIONAL
      BENEFITS. Employee shall be entitled to participate in and receive such
      additional benefits as Employer shall from time to time make available to its
      executive employees including, without limitation, profit sharing, stock
      purchase, stock option and other incentive plans to be determined at a later
      date that will mutually agreeable between both parties.

    


    3.
      DUTIES. Employee agrees to perform work as determined by Employer, subject
      to
      the direction of Employer and agrees to subject himself at all times during
      the
      Term (as hereinafter defined) to the direction and control of Employer in
      respect to the work to be performed. Employee shall devote his full business
      time and attention to the furtherance of Employer's best interests. In that
      regard, and as further consideration for this Agreement, Employee agrees to
      comply with, and abide by, such rules and directives of Employer as may be
      reasonably established from time to time, and recognizes the right of Employer,
      in its reasonable discretion, to change, modify or adopt new policies and
      practices affecting the employment relationship, not inconsistent with this
      Agreement, as deemed appropriate by Employer. Any and all project up to date
      shall be immediately assigned by employee to employer for a specified stock
      purchase plan as deemed by the Board of Directors and his/her independent
      consultants.

    


    Employee's
      typical responsibilities include, but are not limited to, those set forth on
      Exhibit B attached hereto and incorporated by reference herein.

    


    4.
      WORKING FACILITIES. Employee shall be furnished with office space, secretarial
      services, and such other facilities and services suitable to Employee's position
      and adequate for the performance of Employee's duties.

    


    6.
      TERM
      OF EMPLOYMENT.

    


    A. Employee's
      employment hereunder shall commence as of the Effective Date hereof and continue
      for a period of five (5) years thereafter (the "Term").

    


    B. Anything
      herein to the contrary notwithstanding, Employee's employment hereunder may
      be
      terminated at any time and for any reason by either party upon not less fifteen
      (15) days' prior written notice to the other party. It is understood and
      acknowledged that. Employer shall have the right to effectuate such termination
      at will, with or without Reasonable Cause (as hereinafter defined) or “Good
      Reason.” Any such termination shall be effective as the defined period herein.


     

    C. "Reasonable
      Cause," as used herein, shall mean Employee's involvement in any action or
      inaction involving fraud resulting in a personal benefit in excess of any
      payments to which Employee is entitled hereunder, dishonesty, or material
      violation of Corporation policy and procedures. Employee shall vacate the
      offices of Employer on such effective date.

    


    D. "Good
      Reason," as used herein, means the occurrence of any of the following events
      without Employee's consent:

    


    
      	 	
              1.

            	
              a
                material diminution in Employee's duties and
                responsibilities;

            


    

    
      	 	
              2.

            	
              a
                reduction in Employee's base
                salary;

            


    

    


    
      	
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              3.

            	
              a
                forced relocation; or

            


    

    
      	 	
              4.

            	
              a
                Change of Control (as defined below) if Successor Employer (as defined
                in
                paragraph 21 below) fails to assume this Agreement in its
                entirety.

            


    

     

    E. "Change
      of Control" means a sale outside the ordinary course of business of more than
      fifty percent (50%) of the assets of or equity interests in Employer to any
      person or entity.

    


    7.
      COMPLIANCE WITH LAWS. Employee will comply with all federal and state laws,
      rules, and regulations relating to any of Employee's responsibilities and duties
      with Employer and will not violate any such laws, rules, and
      regulations.

    


    8.
      COVENANT NOT TO COMPETE. Employee agrees to conform to the following concerning
      non-competition. 

    


    A.
      For
      the purposes of this Agreement, the term "confidential information" shall
      include but is not limited to any list of suppliers, customers, investors,
      stockholders, including their names, addresses, phone numbers, amount of
      investments and similar information. In addition, any operational information
      of
      Employer, including but not limited to information on Employer's methods of
      conducting business, profits and/or losses of Employer, marketing material
      and
      any information that would reasonably be considered 

    proprietary
      or confidential in nature. Employer has established a valuable and extensive
      trade in its products and services, which business has been developed at a
      considerable expense to Employer. The nature of the business is such that the
      relationship of its customers with Employer must be maintained through the
      close
      personal contact of its employees.

     

    B. Employee
      desires to enter into or continue in the employ of Employer and by virtue of
      such employment by Employer. 

    


    C. In
      consideration of the employment or continued employment of Employee as herein
      provided, and the disclosure by Employer to employee information described
      above, Employer requests and Employee makes the covenants hereinafter set forth.
      Employee understands and acknowledges that such covenants are required for
      the
      fair and reasonable protection of the business of Employer carried on in the
      area to which the covenants are applicable and that without the limited
      restrictions on Employee's activities imposed by the covenants, the business
      of
      Employer would suffer irreparable and immeasurable damage. The covenants on
      the
      part of Employee shall be construed as an agreement independent of any other
      provision of this Agreement, and existence of any claim or course of action
      whether predicated on this Agreement or otherwise, shall not constitute a
      defense to the enforcement by Employer of the covenants.

    


    D. Employee
      agrees that during the term of Employee's employment and for the period of
      sixty
      (60) months immediately following the termination of employment (which said
      time
      period shall be increased by any time during which Employee is in violation
      of
      this Agreement) Employee will not, within the territory hereinafter defined,
      directly or indirectly, for Employee, or on behalf of others, as an individual
      on Employee's own account, or as an employee, agent, or representative for
      any
      other person, partnership, firm or corporation:

    


    
      	
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              1.

            	
              Shall
                not divulge any business relationships or confidential information
                of the
                Company or Employer to any outside party or new
                employer.

            


    

    


    
      	 	
              2.

            	
              Shall
                not solicit the clients of the Company or
                Employer.

            


    

    


    
      	 	
              3.

            	
              For
                the purposes of this paragraph 8, the business of the Employer shall
                be
                limited to the wireless data transfer business, which means any business
                primarily involving the wireless transfer of data on behalf of third
                parties, but does not include any business involving the wireless
                transfer
                of data in, which Employee has a substantial proprietary interest
                to third
                parties whose primary purpose is acquiring the content of such data
                from
                such Employee rather than obtaining from such Employee the means
                of
                transferring wirelessly such data.

            


    

    


    
      	
            	4.	
              The
                territory referred to in this paragraph 8 shall be the United
                States.

            


    

    


    8.
      Each
      restrictive covenant is separate and distinct from any other covenant set forth
      in this paragraph. In the event of the invalidity of any covenant, the remaining
      obligation shall be deemed independent and divisible. The parties agree that
      the
      territory set forth is reasonable and necessary for the protection of Employer.
      In the event any term or condition is deemed to be too broad or unenforceable,
      said provision shall be deemed reduced in scope to the extent necessary to
      make
      said provision enforceable and binding.

    


    9.
      INDUCING an EMPLOYEE of EMPLOYER TO LEAVE. Any attempt on the part of Employee
      to induce others to leave Employer's employ or any efforts by Employee to
      interfere with Employer's relationship with other employees would be harmful
      and
      damaging to Employer. Employee expressly agrees that during the term of
      Employee's employment and for a period of sixty (60) months thereafter (provided
      said time period shall be increased by any time during which Employee is in
      violation of this Agreement), Employee will not in any way directly or
      indirectly:

    


    
      	 	
              A.

            	
              Induce
                or attempt to induce an employee to sever his or her employment with
                Employer;

            


    

    


    
      	 	
              B.

            	
              Interfere
                with or disrupt Employer's relationship with other employees;
                and

            


    

    


    
      	 	
              C.

            	
              Solicit,
                entice, take away, or employ any person employed with Employer, excluding
                people Employee brings to Employer.

            


    

    


    10.
      CONFIDENTIAL INFORMATION. It is understood between the parties here that during
      the term of employment, Employee will be dealing with confidential information,
      as defined above, which is Employer's property, used in the course of its
      business. 

    


    Employee
      will not disclose to anyone, directly or indirectly, any of such confidential
      information or use such information other than in the course of Employee's
      employment. 

    


    All
      documents that Employee prepares, or confidential information that might be
      given to Employee in the course of employment, are the exclusive property of
      Employer and shall remain in Employer's possession on the premises. Under no
      circumstances shall any such information or documents be removed without
      Employer's written consent first being obtained.

    


    
      	
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    11.
      RETURN OF EMPLOYER'S PROPERTY. On termination of employment, regardless of
      how
      termination is effected, or whenever requested by Employer, Employee shall
      immediately return to Employer all of Employer's property used by Employee
      rendering services hereunder or otherwise that is in Employee's possession
      or
      under Employee's control.

     

    12.
      VACATION. Employee shall be entitled to a vacation period of two (6) weeks
      per
      calendar year. No more than three weeks in one bi-annual period at a time will
      be accepted. The vacation shall be taken by Employee at such time during the
      year and for such period as agreed to by a member of the Executive Committee
      of
      Employer and as not to interfere with the normal course of business. All
      vacations must be taken in the year earned. No vacations will be accrued unless
      approved by the Board of Directors.

    


    13.
      NOTICES. A FAXED Copy Signed and witnessed shall be deemed binding and in full
      force and effect. The original shall be sent via Certified Mail, UPS, or
      FED-EX:

    


    
      	
              If
                to Employer:

            	
              Universal
                Infotainment Systems Corporation

            
	 	
              1771
                West Diehl Road (Suite 330)

            
	 	
              Naperville,
                Illinois 6060

            
	 	
              Attention:
                Mr. James Clark Beattie

            
	 	
                             
                CEO

            


    

    


    If
      to
      Employee: Mr. Emanuel G Pavlopoulos: Hand delivered.

    


    Either
      party may change its address for the purpose of receiving notices, demands,
      and
      other communications by giving written notice to the other party of the
      change.

    


    15.
      VOLUNTARY AGREEMENT. Employee represents that he has not been pressured, misled
      or induced to enter this Agreement based upon any representation by Employer
      not
      contained herein.

    


    16.
      PROVISIONS TO SURVIVE. The parties hereto acknowledge that many of the terms
      and
      conditions of this Agreement are intended to survive the employment
      relationship. Therefore, any terms and conditions that are intended by the
      nature of the promises or representations to survive the termination of
      employment shall survive the term of employment regardless of whether such
      provision is expressly stated as so surviving.

    


    17.
      MERGER. This Agreement represents the entire Agreement between the parties
      and
      shall not be subject to modification or amendment by any oral representation,
      or
      any written statement by either party, except for a dated written amendment
      to
      this Agreement signed by Employee and an authorized officer of
      Employer.

    


    18.
      VENUE
      and APPLICABLE LAW. This Agreement shall be enforced and construed in accordance
      with the laws of the State of Nevada, and venue to any action or arbitration
      under this Agreement shall be Clark County, NV.

    


    19.
      SUBSIDIARIES AND AFFILIATED ENTITIES. Employee acknowledges and agrees that
      Employer has or may have various divisions and affiliated entities. In rendering
      services to Employer, Employee will have considerable contact with such
      divisions and affiliates. Therefore, Employee agrees that all provisions of
      paragraphs 3, 4, 8, 9 and 10 shall apply to all such divisions and or
      affiliates.

    


    
      	
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    20.
      PERSONNEL INFORMATION. Employee shall not divulge or discuss personnel
information
      such as salaries, bonuses, commissions and benefits relating to Employee or
      other employees of Employer or any of its subsidiaries with any other person
      except the Executive Committee and the Board of Directors of
      Employer.

    


    21.
      ASSIGNMENT. This Agreement shall not be assignable by either party without
      the
      written consent of the other party; provided, however, that this Agreement
      shall
      be assignable to any corporation or entity which purchases the assets of or
      succeeds to the business of Employer (a "Successor Employer").Subject to the
      foregoing, this Agreement shall be binding upon and inure to the benefit of
      the
      parties hereto and their respective heirs, personal representatives, successors
      and assigns.

    


    IN
      WITNESS WHEREOF, the parties have executed this Agreement as of the date first
      above written.

    


    
      	
              Employer

            
	 
	
              Universal
                Infotainment Systems Corporation

            
	 
	
              By:
                

            	   

	
              James
                Clark Beattie, CEO

            
	
              Its:
                Chief executive Officer

            
	 
	
              Employee

            
	 
	   

	
              Emanuel
                G Pavlopoulos

            


    

    


    
      	
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    EXHIBIT
      A

    


    Other
      Benefits

    


    
      	 	
              A.

            	
              Employer
                shall provide Employee with a car allowance equal to or greater than
                that
                as established by the federal government, periodic cost of living
                increases, personal and family Health Insurance and such other premiums
                deemed necessary in order for the Employee to continue unhindered
                to
                perform his duties on behalf of the Employer at all times. All such
                allowances which shall ensure the Employee performance shall be determined
                by the board of Directors at a later date and shall be reviewed
                annually.

            


    

    


    
      	 	
              B.

            	
              A
                Stock Option plan shall be put in place as determined by the Board
                of
                Directors. This shall be based on performance and productivity, and
                business ventures.

            


    

    


    -
      End -

    


    
      	
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    EXHIBIT
      B

    


    Employee's
      typical responsibilities shall include but not limited
      to:

    


    
      	 	
              1.

            	
              Supervising
                the development and expedition of the various UNS products line Software
                /Hardware implementations, both at the UISC Headquarters in Naperville
                Illinois USA and other UISC production Facilities (Taiwan ROC and
                that of
                UNS Labs ME).

            


    

    


    
      	 	
              2.

            	
              Works
                closely with the CEO/CFO/COO and all globally appointed Regional
                Executive
                VP’s to assure that UISC quality control standards are followed regarding
                logistics/ordering/handling/advertising/marketing of the UNS product
                line.
                

            


    

    


    
      	 	
              3.

            	
              Works
                with the COO and Regional VP’s to ensure that they successfully carry on
                all necessary presence and attendance of UISC and the UNS products,
                in all
                related trade shows in the European Union (EU) and the middle east
                (ME).

            


    

    


    
      	 	
              4.

            	
              Supervises
                the implementation of all contracts between UISC and the North American
                Continent market including the European Union/Middle East Distribution
                Channels, addressing all issues regarding expediting UISC policies
                through
                the COO and the globally appointed Regional Exec VP’s, with regards to the
                various UNS products line.

            


    

    


    
      	 	
              5.

            	
              Supervises
                the implementation and success thereof regarding Sales Quotas and
                parameters set by the CEO and the COO as per UISC policy for all
                globally
                appointed Regional VP’s with regards to the Distribution Channel
                performance. Further he verifies product Quality assurance and practices
                of the production process of UNS Labs both in Taiwan ROC and the
                Middle
                East.

            


    

    


    
      	 	
              6.

            	
              Reports
                to the UISC Board of Directors

            


    

    


    -
      End -

    


    
      	
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              Pavlopoulos,
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