VP R&D (Steven Blom) Employment Agreement

Exhibit 10.2 EMPLOYMENT AGREEMENT


This Employment Agreement (this " Agreement" ) is executed as of December 26, 2006 (the " Effective Date" ), IN TOUCH MEDIA GROUP, INC. , a Florida corporation (the " Company" ), and Steven Blom, an individual resident in the State of Florida (the " Executive" ).


The parties, intending to be legally bound, agree as follows:


1.

EMPLOYMENT TERMS AND DUTIES


1.1 Employment. The Company hereby employs the Executive, and the Executive hereby accepts employment by the Company, upon the terms and conditions set forth in this Agreement. Executive' s office shall be located in Clearwater, Florida, and Executive shall not be required to re-locate to another office or facility outside the geographical limits of Pinellas County or Hillsborough County, Florida, during the term of this Agreement.


1.2 Term. Subject to the provisions of Section 5, the term of the Executive's employment under this Agreement will be two (2) years, beginning on the Effective Date and ending on the second anniversary of the Effective Date. After the initial term, this Agreement will automatically extend for successive terms of one year each unless either party gives notice to the other party at least thirty (30) days prior to the end of any year that it does not desire to extend the term.


1.3 Duties. The Executive is employed as VP of Research and Development of the Company. The Executive shall report directly to the Board of Directors of the Company and shall perform the entire duties incident to his position. The Executive further agrees to comply with the Company' s policies, rules and regulations as determined and amended from time to time by the Board of Directors of the Company. The Executive will devote his entire business time, attention, skill, and energy exclusively to the business of the Company, will use his best efforts to promote the success of the Company's business, and will cooperate fully with the Board of Directors in the advancement of the best interests of the Company. Nothing in this Section 1.3, however, will prevent the Executive from engaging in additional activities in connection with personal investments and community affairs that are not inconsistent with the Executive's duties under this Agreement.


1.4 Office. During the term of his employment, Executive shall have the title of Vice President of Product Development.


2.

COMPENSATION


(a) Salary. In consideration of the services to be rendered under this Agreement, Company shall pay Executive a salary of ONE HUNDRED AND FIFTY FIVE THOUSAND AND NO/100 DOLLARS ($155,000) during the initial employment term. If the term of employment is extended pursuant to Section 1.2,


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compensation for any additional term will be as mutually agreed by Executive and Company. Executive' s salary shall be payable according to Company' s normal payroll practices. All compensation to be paid to Executive under this Agreement shall be less withholdings required by law. The Board of Directors of the Company shall review this base salary at annual intervals, and may adjust the Executive's annual base salary from time to, provided.


(b) Incentive Compensation. The Executive shall also be entitled to earn an annual discretionary bonus from the Company based on the Company' s profitability. The incentive bonus, if any, and the amount thereof shall be at the sole discretion of the Company' s Board of Directors.


(c) Benefits. During the term of employment, the Executive will be permitted to participate in such pension, profit sharing, bonus, life insurance, hospitalization, major medical, and other Executive benefit plans of the Company that may be in effect from time to time, to the extent the Executive is eligible under the terms of those plans.


(d) Executive Option to Elect Payment in Stock. At the election of the Executive, any compensation payable hereunder, including any termination payment pursuant to Section 5.5 or Section 5.6, may be made in shares of the Company' s common stock. The number of shares issuable shall be determined by dividing the dollar amount of compensation for which the Executive has made an election pursuant to this paragraph by eighty-five (85%) percent of the average closing bid price of the Company' s shares for the seven (7) trading days preceding the date on which the Executive first gives written notice to the Company of such election.


(e) Issuance of Stock for Prior Services. In consideration for services rendered by the Executive for the period from July 1, 2006 until the date of this Agreement, the Company hereby agrees, within ten (10) days of the date of this Agreement, to issue 170,323 shares of common stock to the Executive.


3.

FACILITIES AND EXPENSES


The Company will furnish the Executive office space, equipment, supplies, and such other facilities and personnel reasonably necessary or appropriate for the performance of the Executive's duties under this Agreement. The Company will pay on behalf of the Executive (or reimburse the Executive for) reasonable expenses incurred by the Executive at the request of, or on behalf of, the Company in the performance of the Executive's duties pursuant to this Agreement. The Executive must file expense reports with respect to such expenses in accordance with the Company's policies.


4.

VACATIONS


The Executive will be entitled to two (2) weeks paid weeks paid vacation each calendar year in accordance with the vacation policies of the Company in effect for its executives from time to time.


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5.

TERMINATION


5.1 Events of Termination. The employment and any and all other rights of the Executive under this Agreement or otherwise as an Executive of the Company will terminate (except as otherwise provided in this Section 5):


(a)

upon the death of the Executive;


(b)

upon the permanent disability of the Executive;


(c)

for good reason (as defined in Section 5.2) upon not less than thirty (30) days' prior notice from the Company to the Executive;


(d)

upon a " Change of Control" ; or


(e)

upon voluntary termination by the Executive.


5.2 Definition of " For Good Reason." For purposes of Section 5.1, the phrase "for good reason" means: (a) the Executive's material breach of this Agreement; (b) the Executive's failure to adhere to any Company policy if the Executive has been given a reasonable opportunity to comply with such policy or cure his failure to comply; (c) the appropriation (or attempted appropriation) of a material business opportunity of the Company, including attempting to secure or securing any personal profit in connection with any transaction entered into on behalf of the Company; (d) the misappropriation (or attempted misappropriation) of any of the Company's funds or property having a material value; or (e) the conviction of or the entering of a guilty plea or plea of no contest with respect to, a felony or the equivalent thereof.


5.3 Definition of " Permanent Disability." For purposes of Section 5.1, " permanent disability" shall be defined as the mental or physical incapacity of Executive which would prevent the Executive from performing his normal and cust ...