EMPLOYMENT AGREEMENT

Employee Retention Agreement

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This Employee Retention Agreement involves

Platina Energy Group, Inc

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Title: EMPLOYMENT AGREEMENT
Governing Law: Wyoming Date: 7/16/2008
Industry: Oil and Gas Operations Sector: Energy

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (“ Agreement ”) is entered into effective as of the 1st day of January, 2008, by and among Platina Energy Group, Inc. , a Delaware corporation (the “Company”), and Blair J. Merriam (“ Merriam ”).

EXPLANATORY STATEMENT

A. The Company has employed Merriam as its Chief Executive Officer and President and desires to extend the term of such employment of Merriam as its Chief Executive Officer and President as provided herein.

Merriam desires to accept such employment.

NOW, THEREFORE, for and in consideration of the foregoing Explanatory Statement that is made a substantive part of this Agreement and the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Employment. The Company hereby employs Merriam and Merriam hereby accepts employment with the Company as its Chief Executive Officer and President upon the terms and conditions hereinafter set forth.

2. Duties. Merriam will serve the Company as Chief Executive Officer and President and will faithfully and diligently perform the services and functions relating to such position or otherwise reasonably incident to such position, provided that all such services and functions will be reasonable and within Merriam’s area of expertise. Merriam’s specific duties shall include those related to (i) formulating and coordinating all phases of the Company’s operations; (ii) coordination of the Company’s development; (iii) responsibility for obtaining new properties and other assets for the Company; (iv) responsibility for attempting to obtain financing for the Company, as needed; and (vi) such other duties as the Company’s Board of Directors may reasonably direct. Merriam will, during the term of this Agreement (or any extension thereof), devote his time, attention and skills and best efforts as a full time employee to the promotion of the business of the Company.

3. Term. This Agreement and Merriam’s employment shall commence on January 1, 2008, (the “ Effective Date ”) and shall continue until January 1, 2013 (“ Initial Term ”) unless terminated earlier in accordance with this Agreement. The term of this Agreement may be extended by agreement of the Company and Merriam.

4. Compensation. As compensation for the services rendered to the Company under this Agreement commencing on the Effective Date hereof and for term of this Agreement, Merriam will be paid a base salary of One Hundred Eighty Thousand dollars ($180,000) per year, payable monthly, in arrears, in bi-monthly installments or in accordance with the then current payroll policies of the Company or as otherwise agreed to by the parties (the “ Salary ”). At any time and from time to time, the Salary may be increased if so determined by the Company’s Board of Directors after a review of Merriam’s performance of his duties hereunder.

Further, the Company’s Board of Directors may provide bonuses, at its sole discretion, to Merriam based on the Company’s performance and financial ability.

5. Termination. This Agreement will terminate and no additional payments of compensation will be due hereunder upon the occurrence of any of the following events:

The death of Merriam;

The “Total Disability” (as hereinafter defined) of Merriam;

Written notice to Merriam from the Company of termination for “Cause” (as hereinafter defined);

The voluntary termination of this Agreement by Merriam upon sixty (60) days prior written notice;

The later of January 1, 2013 or the date to which this Agreement is extended in accordance with Section 3 above.

For purposes of Section 5b, the term “Total Disability” means physical or mental disability, or both, determined to be (or reasonably expected to be, based upon then available medical information) of not less than six (6) months duration or more. The determination shall rest upon the opinion of the physician regularly attending Merriam. If the Company disagrees with said physician’s opinion, the Company may engage at their own expense a physician to examine the Merriam, and Merriam hereby consents to such examination and to waive, if applicable any privilege between the physician and Merriam that may arise as a result of said examination. If after conferring, the two physicians cannot concur on a final opinion, they shall choose a third consulting physician whose opinion shall control. The expense of the third consulting physician shall be borne equally by the Merriam and the Company.

For purposes of Section 5c, “Cause” means (i) Merriam has failed to substantially perform his duties as reasonably determined by any Officer of the Company or the Board of Directors of the Company, (ii) Merriam engages in poor performance that is not cured within thirty (30) days after counseling by the Company, (iii) Merriam has failed to comply with the reasonable directives and policies of the Board of Directors of the Company or of any Officer of the Company, or (iv) Merriam breaches his fiduciary duty to the Company or commits any dishonest, unethical, fraudulent, or felonious act in respect to Merriam’s duties to the Company.

6. Benefits. Merriam shall be entitled to health insurance paid by the Company and to participate in any other Company benefits as they become available, if at all, including life insurance, incentive compensation, deferred compensation, stock option plans or other Company programs or plans which are offered to other Company executives.

In addition to the foregoing, Merriam will be entitled to three (3) weeks vacation during the first year of employment, four (4) weeks vacation during the second year of employment and each year thereafter plus one (1) day per month during the Initial Term of this Agreement as sick or personal days and the Company will pay Merriam for all such sick and personal days not

used by Merriam. Further, the Company shall provide an automobile allowance of $600 per month and reimbursement for automobile insurance for the term of this Agreement.

7. Business Expenses. Upon submission of proper documentation, the Company shall pay or reimburse Merriam for all reasonable and necessary office, telephone, travel and other expenses which are incurred by Merriam in the pursuit of Merriam’s duties on behalf of the Company.

8. Confidentiality.

a. Confidentiality.

(1) Merriam acknowledges that in Merriam’s employ

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