Residential Air Services, Inc.

EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made as of this 9th day of November, 2010 by and between David Finch, and Residential Air Services, Inc., a Florida Corporation. WITNESSETH: IN CONSIDERATION of the mutual promises and obligations assumed by both parties and intending to be legally bound hereby, the parties agree to, and with each other, the following: 1. In order for David Finch to evaluate the requirements of and to prepare for Service Installer for Residential Air Services, Inc., it will be necessary for Residential Air Services, Inc. to supply David Finch with confidential and proprietary information. 2. The term confidential information for purposes of this agreement shall mean all information provided by one party to the receiving party (Recipient) in written, oral or electronic form. 3. Recipient, alone, shall only utilize this confidential information in order to complete the requirements contemplated in this agreement. 4. Recipient agrees (a) to treat confidential information as confidential and use its best efforts not to divulge or allow to be divulged such information to any third party, such care to be commensurate with the care that recipient exercises in the protection of its own confidential information; (b) to restrict access to and restrict use of confidential information to those individuals assigned to complete company work Residential Air Services, Inc. and only to other recipient employees on a "need to know" basis; (c) to divulge such data to subcontractors only with Residential Air Services, Inc.s prior written consent and after obtaining from every subcontractor who receives such information a written Employment agreement in the same form and on the same terms as provided herein. 5. Recipient agrees that it will not copy nor allow a copy to be made of any of the confidential information except with written permission by Residential Air Services, Inc. Upon request, recipient will return all information to the disclosing party and provide a certification that there are no other copies in recipient's possession. 6. No rights or obligations other than those expressly recited herein are to be implied. No license is hereby granted or implied, by estoppel or otherwise, under any patents (existing or future) or for any use of source code or copyright of the parties. 7. The stated limitations on disclosure and/or use of any of the confidential information provided shall exist in perpetuity but shall not apply to the extent which it: is now or hereafter becomes publicly known; is disclosed to recipient through independent sources that recipient has no reason to believe are not legally entitled to disclose such information; c) is known to recipient prior to receipt from the disclosing party; or d) is disclosed with the other partys prior written consent. 8. In the event of a breach or threatened breach by the recipient under the provisions contained herein, the disclosing party shall be entitled to an injunction restraining the recipient from disclosing, in whole or in part, any confidential information, whether referred to specifically herein or not, or from a) b)

Residential Air Services, Inc.

utilizing such confidential information in rendering services to any other person or entity. In the event that the disclosing party should bring an action for such injunctive relief, the parties stipulate that the disclosing party would be irreparably harmed and have no adequate remedy at law. Nothing contained herein shall be construed as prohibiting the disclosing party from pursuing any other remedies available to it for such breach or threatened breach against either the recipient, any of the recipients employees, or any other person or entity, including the recovery of damages. 9. For the purposes of this employee compensation shall be $600.00 per week. 10. Quarterly bonuses shall be provided using the following pay schedule: a) b) c) d) 1st Quarter pay out May 15th 2nd Quarter pay out August 15th 3rd Quarter pay out November 15th 4th Quarter pay out February 15th

11. Bonuses shall be 5% of net profit for the AOR revenues. 12. Bonuses shall be 3% of net profit for the RNC revenues. 13. Bonuses shall be 4% of the individual billing for Demand revenues. 14. Bonuses shall be 10% of the individual billing for ESA revenues. 15. These bonuses shall be calculated using the following procedure: Gross receipts minus direct labor and material cost = direct margin Direct margin minus allocated overhead cost = net profit Individual billings = Gross sale minus diagnostic charge, must be split by number of technicians working in job 16. Allocated overhead will be determined by dividing the percentage of revenue produced by above mentioned profit center into the gross company overhead. 17. This agreement constitutes the entire understanding between the parties hereto, concerning the treatment and handling of confidential and proprietary information herein described. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written. Residential Air Services, Inc. By: ____________________________ ((Employee/Vendor)s full company name). By: ____________________________

Name: ____________________________ Title: ____________________________

Name: ____________________________ Title: ____________________________

-2-