EXHIBIT F
XXXXXXXX X. XXXXXXX, ESQ.
Lanidex Executive Center
000 Xxxxx Xxxx
X. X. Xxx 0000
Xxxxxxxxxx, XX 00000
(000) 000-0000, X108
Fax (000) 000-0000
October 15, 2004
Xxxxxxx X. Xxxxxxxxxx, Esq.
Xxxxxxxxxx & Xxxxxxxxxx
00 Xxxx Xxxxxx
Xxxx Xxxxxx, XX 00000
Dear Xxxxxxx:
The following are the terms and conditions in reference to the investment
account for the purchase of publicly traded bank and thrift stocks. This
agreement supersedes all prior agreements:
1. A brokerage account will be opened at Bear Xxxxxxx & Company in the name
of Broad Park Investors, L.L.C.
2. The account will be a discretionary account with Xxxxx Xxxxxxx having a
revocable Power of Attorney to buy and sell stock in said account, provided all
funds deposited into the account are for Broad Park Investors, L.L.C. and all
stock purchased in the account is in the name of Broad Park Investors, L.L.C.
3. Only shares of publicly traded bank and thrift stocks may be purchased.
4. Broad Park Investors, L.L.C. shall have the right to terminate the
relationship on October 1, 2006 or in the event of a breach by Xxxxx Xxxxxxx of
this Agreement.
5. Upon such termination, my discretion shall be terminated automatically.
6. My compensation shall be 1/4 of 1% of the value of the assets in the
account computed as of the last day of each calendar quarter, but not to exceed
$17,500 per quarter. An incentive fee will be paid me equal to 20% of the net
profits earned in the account as of the termination date whether same shall be
the two year anniversary date or later if agreed to between the parties. 100% of
all funds shall go to Broad Park Investors, L.L.C. until 100% of the capital is
returned, and then the division shall be 80% to Broad Park Investors, L.L.C. and
20% to Xxxxx Xxxxxxx.
Xxxxx X. Xxxxxxxxxx, Esq.
October 15, 2004
Page 2
7. Net profits shall be defined to be the amount earned in the account.
8. I shall have the sole right to vote the shares in the account until
termination of my Power of Attorney.
9. In the event any portion of this agreement is not in compliance with
law, then Broad Park Investors, L.L.C. shall have the sole right to terminate
this letter, and an accounting shall be done based upon the above quoted
administrative fee and profit participation to the date of the termination.
10. This Agreement shall be effective as of October 1, 2004.
Very truly yours,
XXXXXXXX X. XXXXXXX
AGREED AND ACCEPTED:
BROAD PARK INVESTORS, L.L.C.
/ss/Xxxxxxx Xxxxxxxxxx
By: Xxxxxxx Xxxxxxxxxx, Manager
Page 2
