Exhibit 10.2
Employment Agreement
This Employment Agreement (the "Agreement"), dated as of August 1, 2006 is
entered into between SkyPostal, Inc., a Delaware corporation (the "Company")
whose address is 7805 NW 15th Street, Miami, Florida 33126, and Albert P.
Hernandez (the "Executive") whose address is at 14751 Marvin Lane, Southwest
Ranches, Florida 33330.
Recitals
A.
THE COMPANY IS ENGAGED IN INTERNATIONAL
MAIL DISTRIBUTION SERVICES; AND,
B.
THE COMPANY DESIRES TO EMPLOY THE
EXECUTIVE IN CONNECTION WITH SUCH BUSINESS AND AS CHIEF EXECUTIVE OFFICER AND
PRESIDENT AND THE EXECUTIVE IS WILLING TO ACCEPT SUCH EMPLOYMENT, ON THE TERMS
AND SUBJECT TO THE CONDITIONS SET FORTH IN THIS AGREEMENT.
Agreement
In consideration of the foregoing and of the mutual promises set forth in this
Agreement, the Company and the Executive agree as follows:
1.
EMPLOYMENT.
THE COMPANY HEREBY EMPLOYS
THE EXECUTIVE AS CHIEF EXECUTIVE OFFICER AND PRESIDENT OF THE COMPANY, AND THE
EXECUTIVE HEREBY ACCEPTS SUCH EMPLOYMENT, UPON THE TERMS AND SUBJECT TO THE
CONDITIONS SET FORTH IN THIS AGREEMENT.
2.
TERM. THE INITIAL TERM OF THIS
AGREEMENT SHALL BE FOR FIVE (5) YEARS, COMMENCING ON THE DATE HEREOF (THE
"COMMENCEMENT DATE") AND ENDING ON THE FIFTH ANNIVERSARY OF THE COMMENCEMENT
DATE, SUBJECT TO EARLIER TERMINATION PURSUANT TO THE PROVISIONS OF SECTION 10.
THIS AGREEMENT MAY BE RENEWED THEREAFTER ONLY BY A WRITING DULY EXECUTED BY BOTH
PARTIES
3.
DUTIES.
DURING THE TERM OF THIS
AGREEMENT, THE EXECUTIVE SHALL SERVE AS CHIEF EXECUTIVE OFFICER AND PRESIDENT OF
THE COMPANY AND SHALL PERFORM ALL DUTIES COMMENSURATE WITH HIS POSITION AND AS
MAY REASONABLY BE ASSIGNED TO HIM FROM TIME TO TIME BY THE BOARD OF DIRECTORS OF
THE COMPANY (THE "BOARD"). THE EXECUTIVE SHALL REPORT DIRECTLY TO THE BOARD. THE
EXECUTIVE SHALL DEVOTE HIS FULL BUSINESS TIME AND ENERGIES TO THE BUSINESS AND
AFFAIRS OF THE COMPANY AND SHALL USE HIS REASONABLE EFFORTS, SKILLS AND
ABILITIES TO PROMOTE THE INTERESTS OF THE COMPANY AND TO DILIGENTLY AND
COMPETENTLY PERFORM THE DUTIES OF HIS POSITION.
4.
COMPENSATION AND BENEFITS. FROM AND
AFTER THE COMMENCEMENT DATE:
(A)
BASE SALARY. THE COMPANY SHALL PAY
COMPENSATION TO THE EXECUTIVE AT A GROSS RATE OF $200,000 PER YEAR (AS IN EFFECT
FROM TIME TO TIME, THE "SALARY") LESS ALL APPLICABLE TAX WITHHOLDINGS, SUBJECT
TO PERIODIC INCREASE FROM TIME TO TIME UPON THE REVIEW AND DETERMINATION OF THE
BOARD IN ITS DISCRETION, WHICH REVIEW SHALL BE CONDUCTED NO LESS FREQUENTLY THAN
ANNUALLY ON OR ABOUT MAY 1ST OF EACH YEAR.
THE EXECUTIVE'S SALARY SHALL BE
PAYABLE IN ACCORDANCE WITH THE NORMAL PAYROLL PRACTICES AND POLICIES OF THE
COMPANY.
(B)
BONUS COMPENSATION. THE COMPANY SHALL PAY TO
THE EXECUTIVE BONUS COMPENSATION ("BONUS COMPENSATION") EQUAL TO THREE PERCENT
(3%) OF THE NET INCOME BEFORE TAXES FOR EACH FISCAL YEAR OF THE COMPANY UP TO A
MAXIMUM AMOUNT OF $500,000 PER EACH FISCAL YEAR, COMMENCING WITH THE CURRENT
FISCAL YEAR OF THE COMPANY, WHICH BONUS SHALL BE PAYABLE BY MARCH 15TH AFTER
CONCLUSION OF EACH FISCAL YEAR.
(C)
VESTING STOCK SALE.