Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements
On April 21, 2009, the Board of Directors of the Registrant elected Michael
Caridi as a director to fill the vacancy created by Ben Tran's resignation on
April 1. 2009. Michael Caridi has been the Registrant's Chief Operating Officer
since May 2008 and held the same position with Perf-Go Green, Inc., the
Registrant's wholly-owned subsidiary since January 2008. Mr. Caridi has entered
into an employment agreement with the Registrant in connection with his service
as Chief Operating Officer, dated as of January 1, 2008, providing for a base
salary of $125,000 in the first year, plus a twenty (20%) percent increase in
each year thereafter. The initial term of the agreement is three years, with
yearly extensions thereafter, unless either party gives contrary notice at least
thirty (30) days prior to any yearly extension. In addition to a base salary,
Mr. Caridi is entitled to receive a twenty (20%) percent bonus per year upon
receipt of the Company's first significant purchase order. In addition,
Mr. Caridi is entitled to sales and override commissions. The Company can
terminate the employment agreement with Mr. Caridi upon his death, disability or
for "Cause," as defined in the employment agreement.