Exhibit 10.6


 





THIS EMPLOYMENT AGREEMENT this “Agreement”) is made and
effective as of Monday December 1st, 2014, between HDIMAX, Inc. a Delaware corporation having just completed a Merger with Indigo-Energy,
Inc. (together with its successors and assigns, the "Company"), and Stanley L. Teeple, Chief Compliance Officer, (“CCO”)
and Corporate Secretary.


 


Recitals


 


The Company and CCO desire to enter into an agreement pursuant to
which the Company will employ CCO as its Chief Compliance Officer and Corporate Secretary subject to the terms and conditions of
this Agreement.


 


Agreement


 


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


 


1. Employment.


 


The Company hereby engages CCO to serve as the Chief Compliance
Officer and Corporate Secretary of the Company, and CCO agrees to serve the Company, during the Service Term (as defined in Section
4 below) in the capacities, and subject to the terms and conditions, set forth in this Agreement.


2. Duties.


 


During the Service Term, CCO, as Chief Compliance Officer of the
Company, shall have all the duties and responsibilities of this office and such other duties and responsibilities as may be delegated
from time to time by the Board or the Chief Executive Officer (CEO) of the Company in their sole discretion. CCO will report to
the CEO. CCO will devote his best efforts and whatever time and resources are required to fulfill his responsibilities to the business
of the Company and its Subsidiaries.


 


3. Salary, Bonus and Benefits.


 


The CEO shall make all decisions related to CCO’s base salary
and the payment of bonuses, if any. CCO’s Annual Base Salary and other compensation will be reviewed by the CEO or Compensation
Committee of the Board of Directors at least annually.


 


		A.	Base Salary. During the term of this Agreement, the Company will pay CCO a base salary (the "Annual Base
Salary") of $250,000 per annum in accordance with the Company's customary payroll practices.



 


		B.	Bonus Plan- Equity Awards. CCO shall receive a one-time grant of shares of common stock in the corporation on
or about 1 January 2015 to be issued not later than June 30, 2015 in an amount to be determined by the CEO and Compensation Committee.



 


		C.	Bonus Plan- Completion Bonus and Annual Bonus. CCO shall be eligible to receive an annual bonus in accordance
with Company bonus policy to be established by the Board of Directors. For 2014, CCO shall receive a one-time bonus for successful
completion of the closing of the merger with Indigo-Energy, Inc. in the amount of one-hundred thousand dollars ($100,000). For
2015 and all subsequent years, an annual bonus of not less than five (5%) and not more than thirty-five percent (35%) of his prior
year annual base salary shall be awarded at the sole discretion of the CEO and Compensation Committee of the Board of Directors.



 






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		D.	Benefits.



		(i)	CCO shall either be enrolled in the Company health and welfare insurance program or receive reimbursement for health, dental,
medical, disability, and life insurance premiums for himself and his spouse.



		(ii)	CCO shall participate in any pension benefit program of the Company at a level equal to senior management.



		(iii)	CCO shall be reimbursed for all reasonable business related expenses incurred in the performance of his duties in accordance
with the Company’s policies.



		(iv)	CCO shall be reimbursed for the cost of maintaining a corporate office in Henderson, NV including rent, utilities, phones,
internet and related office expenses at a cost not to exceed $4,000 per month for a period of nine months, at time such expense
shall be reviewed by the CEO and all expenses will be supported by invoices in accordance with the Company policies.



		(v)	CCO shall receive three weeks of paid vacation annually commencing January 1, 2015.



 


4. Employment Term.


 


Unless CCO’s employment under this Agreement is sooner terminated
as a result of CCO’s resignation or termination in accordance with the provisions of Section 5 below, CCO’s term of
employment ("Service Term") under this Agreement shall commence on the date hereof and shall continue for a period of
twenty-five months through December 31, 2016. On that date the agreement shall automatically renew for an additional 12 month period
unless terminated by either party.


 


5. Termination.


 


CCO’s employment with the Company shall
cease upon the first of the following events to occur:


 


	 	A.	CCO’s death.
	 	 	 
	 	B.	CCO’s voluntary retirement.
	 	 	 
		C.	CCO’s disability, which means his incapacity due to physical or mental illness such that he is unable to perform the
essential functions of his previously assigned duties.



 






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		D.	Termination by the Company by the delivery to CCO of a written notice from the Chief Executive Officer that the CCO has been
terminated ("Notice of Termination") with or without Cause. "With Cause" shall mean termination for any of
the following:



 


CCO’s (A) commission of a felony or a crime involving
moral turpitude or the commission of any other act or omission involving dishonesty in the performance of his duties to the Company
or fraud; (B) substantial and repeated failure to perform duties of the office held by CCO as reasonably directed by the Board
or the Chief Executive Officer; (C) gross negligence or willful misconduct with respect to the Company or any of its Subsidiaries;
(D) material breach of this Agreement not cured within ten (10) days after receipt of written notice thereof from the Company;
(E) failure, within ten (10) days after receipt by CCO of written notice thereof from the Company, to correct, cease or otherwise
alter any failure to comply with instructions or other action or omission which the Chief Executive Officer reasonably believes
does or may materially or adversely affect its business or operations; (F) misconduct which is of such a serious or substantial
nature that a reasonable likelihood exists that such misconduct will materially injure the reputation of the Company or its Subsidiaries
if CCO were to remain employed by the Company; (G) harassing or discriminating against the Company's employees, customers or vendors
in violation of the Company's policies with respect to such matters; (H) and/or misappropriation of funds or assets of the Company
for personal use or willful violation of Company policies or standards of business conduct as determined in good faith by the Chief
Executive Officer.


 


		E.	CCO’s voluntary resignation by the delivery to the Chief Executive Officer of a written notice from CCO that CCO has
resigned.



 


6. Rights on Termination. 


 


		A.	If during the term of employment the CCO’s employment is terminated under Section 5 above by the Company without Cause
or Section 5. A. or C. (death or disability), then the Company shall pay a severance pay of four months base compensation and continue
all other benefits as defined in 3. D. above for a period of four months including any pro-rata portion of any bonus or compensation
plan in force at the time.



 


		B.	If the CCO is terminated for Cause per Section 5.D. above, then all future rights and benefits will immediately cease but all
rights, compensation and benefits will be brought current and considered earned.



 






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7. Representations of CCO.


 





		A.	CCO hereby represents and warrants to the Company that the statements contained in this Section 7 are true and accurate
as of the date of this Agreement.



 


		i)	Legal Proceedings. CCO is not the subject of any criminal proceeding.



		ii)	Securities Law. CCO has not been found in a civil action by the Securities and Exchange Commission, Commodity Futures Trading
Commission, a state securities authority or any other regulatory agency to have violated any federal, state or other securities
or commodities law.



		iii)	Employment Restrictions. CCO is not currently a party to any non-competition, non-solicitation, confidentiality or other work-related
agreement that limits or restricts CCO’s ability to work in any particular field or in any particular geographic region,
whether or not such agreement would be violated by this Agreement.



 


8. Confidential Information; Proprietary Information, etc.


 





		A.	Obligation to Maintain Confidentiality. CCO agrees that, other than in the course of performance of his duties as an employee
of the Company, he will not at any time (whether during or after CCO’s term of employment) disclose or permit to be disclosed
to any Person or, directly or indirectly, utilize for his own account or permit to be utilized by any Person any Proprietary Information
or records pertaining to the Company, its Subsidiaries and their respective business for any reason whatsoever without the Chief
Executive Officer's consent.



 


		B.	Third Party Information. CCO understands that the Company and its Subsidiaries will receive from third parties confidential
or proprietary information ("Third Party Information") subject to a duty on the Company's and its Subsidiaries' part
to maintain the confidentiality of such information and to use it only for certain limited purposes.



 





		C.	Compelled Disclosure. If CCO is required by law or governmental regulation or by subpoena or other valid legal process to disclose
any Proprietary Information or Third Party Information to any Person, CCO will immediately provide the Company with written notice
of the applicable law, regulation or process so that the Company may seek a protective order or other appropriate remedy.



 


9. Noncompetition and Non-solicitation.


 





		A.	Noncompetition. As long as CCO is an employee of the Company or any Subsidiary thereof, and for a period ending twelve (12)
months following the Termination Date of CCO’s employment (the "Restrictive Covenant Period"), CCO shall not, directly
or indirectly own, manage, control, participate in, consult with, render services for, or in any manner engage in any business
competing with the Company.



 






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		B.	Non-solicitation. As long as CCO is an employee of the Company or any Subsidiary thereof, and during the Restrictive Covenant
Period thereafter, CCO shall not directly or indirectly through another entity: (i) induce or attempt to induce any employee of
the Company or any Subsidiary to leave the employ of the Company or such Subsidiary, or in any way interfere with the relationship
between the Company or any Subsidiary and any employee thereof.



 





		C.	Submission to Jurisdiction. The parties hereby submit to the jurisdiction of any state or federal court sitting in the State
of Nevada in any action or proceeding arising out of or relating to Section 8 and/or 9 of this Agreement.



 


		B.	If the CCO is terminated for Cause per Section 5.D. above, then all future rights and benefits will immediately cease but all
rights, compensation and benefits will be brought current and considered earned.



 


GENERAL PROVISIONS


 


10. Notices.


 


Any notice provided for in this Agreement must be in writing and
must be mailed, personally delivered or sent by reputable overnight courier service (charges prepaid) to the recipient at the address
below indicated:


If to the Company:


HDIMAX. Inc.


9225 Jane Street


Vaughan, ON L6A 0J7


Attention: Chief Executive Officer


 


If to CCO


Stanley L. Teeple


2857 Sumter Valley Cir


Henderson, NV 89052


 


11. Miscellaneous.


 








		A.	Severability. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and
valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect
under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other
provision or any other jurisdiction, but this Agreement will be reformed, construed and enforced in such jurisdiction as if such
invalid, illegal or unenforceable provision had never been contained herein.



 






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		B.	Complete Agreement. This Agreement, those documents expressly referred to herein and other documents of even date herewith
embody the complete agreement and understanding among the parties and supersede and preempt any prior understandings, agreements
or representations by or among the parties.



 





		C.	Counterparts; Facsimile Transmission. This Agreement may be executed in separate counterparts, each of which is deemed to
be an original.



 








		D.	Successors and Assigns. Except as otherwise provided herein, this Agreement shall bind and inure to the benefit of and be
enforceable by CCO, the Company and their respective successors and assigns; provided that the rights and obligations of the parties
under this Agreement shall not be assignable without the prior written consent of the other party, except for assignments by operation
of law and assignments by the Company to any successor of the Company by merger, consolidation, combination or sale of assets.
Any purported assignment in violation of these provisions shall be void ab initio.



 


		E.	Choice of Law; Jurisdiction. All questions or disputes concerning this Agreement and the exhibits hereto will be governed
by and construed in accordance with the internal laws of the State of Nevada.



 





		F.	Remedies. Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to
recover damages and costs (including attorney's fees) caused by any breach of any provision of this Agreement and to exercise all
other rights existing in its favor. The parties hereto agree and acknowledge that money damages may not be an adequate remedy for
any breach of the provisions of this Agreement and that any party may in its sole discretion apply to any court of law or equity
of competent jurisdiction (without posting any bond or deposit) for specific performance and/or other injunctive relief in order
to enforce or prevent any violations of the provisions of this Agreement.



 








		G.	Amendment and Waiver. The provisions of this Agreement may be amended or waived only with the prior written consent of the
Company and Executive.



 


		H.	No Waiver. A waiver by any party hereto of any right or remedy hereunder on any one occasion shall not be construed as a bar
to any right or remedy that such party would otherwise have on any future occasion. Neither failure to exercise nor any delay
in exercising on the part of any party hereto, any right, power or privilege hereunder shall preclude any other or further exercise
thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided are cumulative and may
be exercised singly or concurrently, and are not exclusive of any rights or remedies provided by law.



 





		I.	Waiver of Jury Trial. BOTH PARTIES TO THIS AGREEMENT AGREE THAT ANY ACTION, DEMAND, CLAIM OR COUNTERCLAIM RELATING TO THE TERMS
AND PROVISIONS OF THIS AGREEMENT, OR TO ITS BREACH, MAY BE COMMENCED IN THE STATE OF NEVADA IN A COURT OF COMPETENT JURISDICTION.
BOTH PARTIES TO THIS AGREEMENT FURTHER AGREE THAT ANY ACTION, DEMAND, CLAIM OR COUNTERCLAIM SHALL BE RESOLVED BY A JUDGE ALONE,
AND BOTH PARTIES HEREBY WAIVE AND FOREVER RENOUNCE THAT RIGHT TO A TRIAL BEFORE A CIVIL JURY.



 






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12. Indemnification.


 


During and following the employment period, the Company shall indemnify
CCO and hold him harmless from and against any claim, loss or cause of action arising from or out of his performance as an officer,
director or employee of the Company or any of its Subsidiaries or in any other capacity, including any fiduciary capacity, in which
CCO serves at the request of Company to the maximum extent permitted by applicable law and the Company's By-Laws. Expenses incurred
in defending or investigating a threatened or pending action, suit or proceeding shall be paid by the Company in advance of the
final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of CCO to repay such amount
if it shall ultimately be determined that he is not entitled to be indemnified by the Company. To the extent that the Company reduces
the indemnity rights provided for under its By-Laws after execution of this Agreement, the Company's indemnity obligations hereunder
shall be unaffected (to the extent permitted by applicable law).


 


IN WITNESS WHEREOF, the parties hereto have executed this Agreement
on the date first written above.


 


HDIMAX, Inc. and Indigo-Energy, Inc.


 


By: /s/ Raaj Brar


Raaj Brar, Chief Executive Officer


 


 


Chief Compliance Officer


 


/s/ Stanley L. Teeple


Stanley L. Teeple


 


 


 






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Modification of
Employment Agreement


 


 


In order to bring the Employment Agreement for Stanley L.
Teeple dated December 1, 2014 I hereby approve the following changes effective January 29, 2015:


 


1. End of paragraph add word “Agreement”


 


3.B. Bonus and Equity Awards:


 


		B.	Bonus
                                         Plan-Equity Awards. Chief Compliance Officer shall receive a one-time grant of
                                         shares of common stock in the corporation within 30 days of signing this Agreement in
                                         an amount of five million (5,000,000) shares. Subsequent stock issuances will be granted
                                         in the amount of two-million five hundred thousand (2,500,000) shares on each of the
                                         following four anniversaries of employment, should the CCO remains employed at that time.
                                         All shares are to be common shares issued with SEC rule 144 Restriction.



 


		C.	Bonus Plan



Change “five (5%) to fifteen (15%)”


 


3. D. (v) Change from three to four weeks


 


4. Employment Term


Change from 25 months to four years


 


6.A. Rights on Termination


If during the term of employment the Chief Compliance
Officer’s employment is terminated under Section 5. A., B., C., or E. (death, resignation, retirement or disability),
then the Company shall pay a severance pay of four months base compensation and continue all other benefits as defined in
3.D. above for a period of four months including any pro-rata portion of any bonus or compensation plan in force at the time.


 


 


**********signature page follows**********


 






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Approved:


 


/s/ James C. Walter                            


James C. Walter, CEO


 


 


Accepted:


 


/s/ Stanley L. Teeple                           


Stanley L. Teeple


 


 


 


 


 


 






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