EXHIBIT 10.88
August 9, 2002
Xx. Xxxx Xxxx
President/CEO
E-Manda Corporation
00 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxx Xxxxxx, XX 00000
RE: AGENCY SERVICES
Dear Xxxx,
The following letter will confirm the material terms of our mutual agreement
between you and us, Vertical Computer Systems, Inc. ("VCSY"), whereby you will
provide services as our agent and make introductions, negotiate and otherwise
facilitate financing on behalf of iNet, Inc. or any successor-in-interest to
iNet ("Newco").
In the event we actually secure funds from NIC, Inc. (NASDAQ ticker symbol
"egov"), we shall pay you, within 30 days of receipt, 2.5% of the cash funds
actually received on behalf of Newco pursuant to a transaction with NIC. Upon
execution of this agreement, shall issue warrants to purchase 500,000 shares of
VCSY common stock at a share price based on the date of execution. Furthermore,
in the event you raise $1.5 million dollars in funds for Newco, we shall issue
warrants to purchase 2.0 million shares VCSY common stock, based on
ninety-percent (90%) of the share price that is the average closing price for
the five previous trading days prior to the closing date of the transaction.
It is the intent of the parties to enter into a long-form agreement concerning
the subject matter hereof. This agreement shall be governed by California law
and subject to the jurisdiction and venue of California.
If the foregoing is acceptable to you, then please sign this letter agreement in
the space provided below. Thank you.
Sincerely yours,
Xxxxxxx Xxxx
President/CEO, VCSY, Inc.
ACCEPTED AND AGREED:
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Xxxx Xxxx
President/CEO, E-Manda Corporation
