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Exhibit 10.4
Memorandum of Affiliation Between ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ and Terra Systems Inc.
It is agreed between Terra Systems Inc. and ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ that ▇▇. ▇▇▇▇ shall
affiliate with Terra Systems Inc. under the following conditions:
Base Pay shall be $120,000.00 per year. Payment to be made on the 1st and 15th
of each month at the rate of $5,000.00 per pay period.
The term of Affiliation shall be Minimum of three years.
All Holidays and Vacation shall be paid and taken at such a time that ▇▇. ▇▇▇▇'▇
absence will not interfere with the business at hand of MIE.
A monthly vehicle allowance of $500.00 shall be given to ▇▇. ▇▇▇▇.
Office space will be provided for ▇▇. ▇▇▇▇ in Soda Springs Idaho for the term of
the agreement.
Office expenses shall be provided by MIE for the Soda Springs office.
Should early termination of the ▇▇. ▇▇▇▇'▇ position occur for any reason, ▇▇.
▇▇▇▇ shall receive full and usual benefits for up to 52 weeks. As ▇▇. ▇▇▇▇ will
be an officer and director of the company, base salary severance will be
protected by the by-laws of the public company.
MIE or TSYI shall cover the cost of COBRA for an interim until a benefits
package is fully in place as approved by the Board of Directors.
Should ▇▇. ▇▇▇▇ be required by the company to relocate from Soda Springs Idaho,
all reasonable moving expenses including acquisition and disposition of Real
Estate shall be paid by the company.
Agreed to for:
Terra Systems Inc. ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
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Chief Executive Officer
Date: May 12. 2005 Date: May 12, 2005
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