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Re: gtel1 post# 135843

Wednesday, 03/28/2012 4:17:45 PM

Wednesday, March 28, 2012 4:17:45 PM

Post# of 157299
What I have my eye on is this attachment to the filing for Clark's bonus target goals, dated Jan. 3 2012:

"You and the Company hereby agree to cancel and terminate your Non-Qualified Stock Option Agreement dated March 30, 2011 for 4,000,000 shares of Common Stock, such that as of the date hereof it shall no longer have any force or effect. You shall receive 2,000,000 fully paid and non-assessable shares of Common Stock, such shares to be subject to the restrictions of Rule 144 promulgated pursuant to the Securities Act. The Company shall issue written instructions to its transfer agent promptly following execution of this letter agreement, but in any event within ten (10) days thereafter, for the issuance of such shares. You will be eligible for a performance bonus equal to 1,000,000 fully paid and non-assessable shares of Common Stock, such shares to be subject to the restrictions of Rule 144 promulgated pursuant to the Securities Act, upon the completion of each of the following five milestones for a total potential bonus of 5,000,000 shares of Common Stock:

· The closing of a financing of at least $1.0 million;
· The date of the successful testing of the Argus One airship at the Yuma Proving Grounds or the Nevada Test Site;
· The signing of a contract by GTC for the construction of a satellite ground station;
· The signing of a $500,000 contract by GTC for tracking and messaging services; and
· The signing of a memorandum of understanding with Oklahoma State University – University Multispectral Laboratories."

http://www.sec.gov/Archives/edgar/data/919742/000114420412017680/v307041_ex10-36.htm

M


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