EMPLOYMENT AGREEMENT



         THIS EMPLOYMENT AGREEMENT (this "Employment Agreement") is entered into

as of the 25th day of October 2000, between Holter Technologies  Holding,  AG, a

Nevada corporation (the "Company"), and Dirk Brinkmann (the "Executive").



                              W I T N E S S E T H:



         WHEREAS, the Company desires to employ the Executive, and the Executive

desires  to be  employed  by  the  Company,  on the  terms  and  subject  to the

conditions set forth herein;



         NOW,  THEREFORE,   in  consideration  of  the  mutual  promises  herein

contained, the parties agree as follows:



         1.       Employment.



                  (a)  The Company hereby employs the Executive as its Executive

Vice President and the Executive  hereby accepts such  employment,  on the terms

and subject to the conditions hereinafter set forth.



                  (b)  During  the  term of this  Employment  Agreement  and any

renewal hereof (all references  herein to the term of this Employment  Agreement

shall include references to the period of renewal hereof, if any), the Executive

shall be and shall have the title of Executive  Vice  President and shall devote

such  business  time  and  efforts  to his  employment  as the  Executive  deems

appropriate and perform  diligently such duties as are customarily  performed by

the Executive  Vice  President of  publicly-held  companies,  together with such

other duties as may be  reasonably  requested  from time to time by the Board of

Directors of the Company (the  "Board"),  which duties shall be consistent  with

his positions as set forth above and as provided in Paragraph 2.



         2.       Term and Positions.



                  (a)  Subject to the  provisions  for the  termination  of this

Employment  Agreement  as  provided  for  herein,  the  term of this  Employment

Agreement shall commence on the date hereof and shall continue  through December

31, 2005 (the "Base Term") and shall automatically be extended for an additional

one year (each a "Renewal Year") at the end of each full calendar year for which

this Employment  Agreement  remains in effect unless on or before November 30 of

each  calendar  year,  either party gives to the other party  written  notice of

termination  of  this  Employment  Agreement,  in  which  case  this  Employment

Agreement shall terminate upon the completion of the then-applicable  employment

period including any previous Renewal Years.



                  (b)  The Executive shall be entitled to serve as the Executive

Vice  President  of the  Company.  Without  limiting  the  general  scope of the

Executive's  position:  (i) the Executive shall not be required to report to any

person  other than the  President  and the Board,  and (ii) no other  individual

shall be elected or appointed as Executive  Vice  President of the Company.  The

Executive shall be entitled to the full protection of applicable indemnification

provisions of the articles of  incorporation  and bylaws of the Company,  as the

same may be amended  from time to time,  for his service as a director,  officer

and employee of the Company.





                                       2

{PAGE}



                  (c)  If:



                       (i)  the  Company   materially  changes  the  Executive's

duties and  responsibilities  as set forth in Paragraph 1(b) or 2(b) without his

consent (including,  without  limitation,  by violating any of the provisions of

clause (i) or (ii) of Paragraph 2 (b));



                       (ii) there occurs a material breach by the Company of any

of its obligations  under this Employment  Agreement (other than those specified

in this Section  2(c)) that has not been cured in all material  respects  within

ten (10) days after the Executive gives notice thereof to the Company;



                  then the  Executive  shall  have the  right to  terminate  his

employment  with the Company,  but such  termination  shall not be  considered a

voluntary  resignation or termination of such  employment or of this  Employment

Agreement  by the  Executive  but rather a  discharge  of the  Executive  by the

Company without "cause" (as defined in Paragraph 4(a)(ii)).



                  (d)  The Executive  shall be considered  not to have consented

to any  written  proposal  calling  for a  material  change  in his  duties  and

responsibilities  unless he shall give written notice of his consent  thereto to

the Board within  fifteen (15) days after receipt of such written  proposal.  If

the  Executive  shall not have given such  consent,  the Company  shall have the

opportunity to withdraw such proposed  material  change by written notice to the

Executive  given  within  ten (10) days after the end of said  fifteen  (15) day

period.



                  3.   Compensation.



                       During the term of this Employment Agreement, the Company

shall pay or provide,  as the case may be, to the Executive the compensation and

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC