Exhibit 10.5
CONFLUENCE ACQUISITION PARTNERS I, INC.
____________ , 2005
Confluence Acquisition, LLC
00000 Xxxxxxxxxxx Xxxxx
Xxxxx 000
Xx. Xxxxx, Xxxxxxxx 00000
Gentlemen:
This letter will confirm our agreement that, commencing as of June 1,
2005, and continuing until the earlier date (the "Termination Date") of (i) the
consummation by Confluence Acquisition Partners I, Inc. (the "Company") of a
"Business Combination" as described in the Company's prospectus relating to the
Company's initial public offering ("IPO"), (ii) 18 months from commencement of
the IPO if the Company does not effect a Business Combination, or (iii) 24
months from the consummation of the IPO if a letter of intent, agreement in
principle or definitive agreement has been executed within 18 months of
commencement of the IPO and the Company has not effected a Business Combination,
Confluence Acquisition LLC shall make available to the Company certain office
and secretarial services as may be required by the Company from time to time,
situated at 00000 Xxxxxxxxxxx Xxxxx, Xxxxx 000, Xx. Xxxxx, Xxxxxxxx 00000. In
exchange therefore, the Company shall pay Confluence Acquisition LLC the sum of
$7,500 per month commencing on the consummation of the Company's IPO and
continuing monthly thereafter until the Termination Date.
Very truly yours,
CONFLUENCE ACQUISITION PARTNERS I, INC.
By: ______________________________
Name: Xxxx X. Xxxxxxx
Title: President
AGREED TO AND ACCEPTED BY:
CONFLUENCE ACQUISITION, LLC
By: ________________________
Name: Xxxx X. Xxxxxxx
Title: Manager
