EXHIBIT 10.16 AGREEMENT Between JOSEPH R. RIZZUTI Chairman and COO of CGPE and CCSF And ANTONIO DORIA Made in Palm City on June 29, 2001 01 - POSITION TITLE: President & CEO for CGPE & CCSF 02 - POSITION REPORTS TO: Board of Directors 03 - JOB DESCRIPTION: as per draft given to Joe Rizzuti 04 - CHART OF AUTHORITY: will be established in due course 05 - COMPENSATION PER YEAR: . BASE: $ 75,000 - cash - to be reviewed every 90 days . BONUS/INCENTIVE FORMULA: 2.0% of Corporate Revenues up to $ 2 million of Revenue 1.5% of Corporate Revenues for Revenue between $ 2 and $ 5 million 1.0% of Corporate Revenues for Revenue exceeding $ 5 million, with no ceiling Bonus/Incentive payable in cash . SIGN-ON BONUS: stock options for 250,000 shares at a price of $ 0.25 per share, vested in 90 days, and stock options for 250,000 shares at a price of $ 0.25 per share, vested on July 1, 2002. 06 - BENEFITS: . DIRECTORS' LIABILITY INSURANCE: yes, in force . HEALTH INSURANCE: yes, per Company's plan . LIFE INSURANCE: yes, per Company's plan . DISABILITY INSURANCE: yes, per Company's plan . WORKERS' COMPENSATION: not available at present . PENSION PLAN: to be established in due course . 401 (k): to be established in due course . VACATION TIME: liberal, in view of position . CO'S CAR: car allowance at Federal Rate. 07 - CONTRACT: yes 08 - STARTING DATE: July 1, 2001 09 - DURATION: 2 years 10 - TERMINATION PROVISION: 120 days notice/indemnity 11 - UNFRIENDLY TAKE-OVER OR SALE OF COMPANY: indemnity equal to 3 years of total compensation (base+bonus/incentive+benefits) payable in cash 12 - PROFESSIONAL SERVICES UP TO JUNE 30, 2001: lump sum compensation equal to 30,000 free trading shares, to be delivered upon registration of shares, in approx 120 days. Signed by: /s/Joseph R. Rizzuti ----------------------------------------- Joseph R. Rizzuti: Chairman/COO /s/ Antonio Doria ----------------------------------------- Antonio Doria /s/ Ronald V. Pugliese ----------------------------------------- Witness Signed on: June 29, 2001