Shelly Singhal->10KSB for VFINANCE INC filed on 4/16/02 5:29:00 PM
g. COORDINATION OF INVESTMENT BANKING SERVICES.Contemporaneously with the Closing, (i) the employees ("Employees of SBI E2Capital") of SBI E2 (USA) Capital ("SBI") listed in Schedule 4(g) shall becomeemployees of the Company or one of its affiliates, except that the employment ofShelly Singhal shall be subject to the execution of an employment agreementacceptable to Mr. Singhal which will provide, inter alia, that until June 30,2002, Mr. Singhal shall be permitted to continue to work for SBI as specified insuch agreement, (ii) the Company will assume all of the operational obligationsof SBI listed on Schedule 4(g), (iii) the Company shall grant SBI the right offirst refusal, which right shall expire on June 30, 2002, to review dealsundertaken by the Company's corporate finance group and determine whether or notto make such SBI deals ("SBI Deals"). Such right of first refusal shall onlyapply to Initial Public Offerings and registered secondary offerings, (iv) amanagement fee of ten percent (10%) will be paid to SBI for each SBI Deal. Thisfee shall be paid whether or not the deal is sourced by SBI, (v) for each dealsourced by SBI or any of its affiliates, SBI shall receive additionalcompensation at a rate of ten percent (10%) of the management fees paid. It isassumed that for all deals sourced by SBI or its affiliates the SBI name willappear on the cover of any such prospectus, and (vi) for all deals distributedby SBI or its affiliates SBI shall receive sales commissions in addition toinvestment banking fees, if any. Additionally, prior to the Closing, |
