EXHIBIT 10.7
AGREEMENT
The following are the terms and conditions for Southeast Financial Holdings,
Inc., hereafter referred to as SFH, Inc., providing consulting services to the
management and directors of Tidelands Bancshares, Inc.
I. SERVICES AND DUTIES
(A) Timetables
SFH, Inc. will advise the management and Board of Directors
of Tidelands Bancshares, Inc. on the establishment of a
comprehensive plan for the development and execution of the
company's stock offering. SFH, Inc. will assist the bank's
management in establishing a computer database that will
enable the bank's management and directors to gauge the
progress of the capital raising campaign on a daily basis.
(B) Coordination of Media Campaign
Public Relations (Free Advertising)
SFH, Inc. will prepare written news releases regarding the
bank, as well as the officers and directors. These releases,
which are subject to approval, are intended to enhance the
interest in the bank.
Media Announcements (Paid Advertising)
SFH, Inc. will prepare all layout and design work for the
bank's "tombstone" Announcements with coupons, and will
advise on placement and related marketing factors, such as
location in newspaper, style of announcement, and
announcement identification techniques.
(C) Marketing Overview
SFH, Inc. will advise management (Monday through Friday,
weekends if necessary) how best to coordinate all aspects of
the company's marketing campaign, including advice as to
proven marketing techniques which have been successful in
other de novo bank stock offerings. SFH, Inc. will make sure
the bank's management and directors are committed to the
marketing campaign, as this is an essential point to a timely
completion of the stock sale. Recommendations will be made on
how to allocate each director's fund raising
responsibilities. Advice will be offered to all officers and
directors as to proven marketing techniques that will enable
them to maximize their efforts. Included will be suggested
form letters and notices. Investor meetings, including open
houses, breakfast meetings, luncheon meetings, and cocktail
receptions are the best settings for introducing the bank to
potential investors.
(D) XXX XXXXX, Pension and Profit Sharing Suitability
SFH, Inc. will work with the officers and management of the
bank in processing all retirement account purchases shares
through the various types of retirement accounts that
potential investors may have already established. If potential
investors wish to use retirement funds to invest in the bank's
stock, but do not have a retirement account established or
have a custodian that will not process this type of
transaction, then SFH, Inc. will seek out those retirement
custodians who will allow such a transaction. SFH, Inc. will
oversee all retirement account transactions to ensure they are
properly initiated and completed.
(E) Privacy Policy
SFH, Inc. will not remove from Tidelands Bancshares, Inc. any
list that has been compiled by Tidelands Bancshares, Inc. All
computer discs or hard-copy lists of prospects and
shareholders are the sole property of Tidelands Bancshares,
Inc. and will not be removed from the premises by SFH, Inc.
or any of the staff of SFH, Inc.
II. FEE ARRANGEMENT
(A) SFH, Inc. will be paid the sum of $7,500.00 upon the
acceptance of this Agreement, thereafter SFH, Inc. will
receive the sum of $20,000.00 per month (paid upon the of
each month) unless terminated by Tidelands Bancshares, Inc.
for the term of this Agreement or until the Agreement is
terminated as provided herein. The monthly fee will be
prorated for any partial month.
(B) Should Tidelands Bancshares, Inc. receive commitments for the
minimum capitalization within 60 days, SFH, Inc will receive a
$30,000 bonus, payable after Tidelands Bancshares, Inc. breaks
escrow. These commitments must be funded within 45 days of
reaching the minimum capitalization.
(C) Tidelands Bancshares, Inc. agrees to reimburse reasonable
expenses in connection with this assignment. These expenses
will be presented to the bank on a monthly basis. Attachment
A, a part of this Agreement, defines the reimbursement policy
to be followed. Total expenses will not exceed $5,000 per
month.
III. TERM OF AGREEMENT
This Agreement shall begin , and shall end . This
contract may be extended at the Bank's discretion.
The undersigned agree to the terms and conditions as outlined in this
Agreement.
/s/ Xxx Xxxxxxx
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Xxx Xxxxxxx, President
Southeast Financial Holdings, Inc.
/s/ Xxxxx Xxxxxx
-----------------------------------------
Xxxxx Xxxxxx, President, CEO
Tidelands Bancshares, Inc.
Dated: July 9, 2002
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ATTACHMENT A
MEALS
Up to $35 a day per person with receipts attached to expense reports.
MILEAGE/AIRFARE
$.32 per mile on direct business related travel with personal cars. All mileage
is to be logged on a daily basis on expense reports. Local travel to and from
the Company's office is not reimbursable. When traveling by air, the lowest cost
available will be used.
LODGING
The lowest cost alternative to the Company will be used commensurate with
safety and cleanliness for our staff.
