EXHIBIT 8
Contractual Short Term Loan Agreement
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This contractual agreement is made this 25th day of June, 1998 between Xxxxx X.
Read and Xxxx Xxxxx Read (hereinafter referred to as "Read") of 000 Xxxxxxx Xx.
Xxxxxxxxx, XX 00000 and Xxxxxxxxx X. and Xxxx Xxxxx (hereinafter referred to as
"Xxxxx") of 00 Xxxxxxxx Xxxx, Xxxxxxxxx, XX 00000. The purpose of this agreement
is to provide necessary funds to Read to allow Read to purchase a home in
Fairfield County, CT. Read will reimburse Xxxxx the funds it has borrowed, plus
interest charged Xxxxx account at DLJ (IMS division) for the funds Xxxxx
borrowed from DLJ to provide funds to Read. Xxxxx has set up a separate margin
brokerage account in Xxxxx'x name at DLJ, solely for the purpose of lending
these funds to Read. This account has been funded by Xxxxx exclusively with
shares of stock. There will be no cash or borrowed funds in the account at
inception. Funds will only be withdrawn from the account for Read's benefit.
Therefore, the total borrowings of the account will constitute the funds
borrowed by Read and the interest charged by DLJ upon those borrowings.
Therefore, Read will repay Xxxxx by placing into this account the funds
necessary to eliminate the margin debt in the account in full; that is both
principal withdrawn, plus interest charged by DLJ.
If the structure of the account should be altered by sales of stock or cash
infusion by Xxxxx, the principal borrowed plus interest at the rate charged by
DLJ must still be repaid by Read.
It is anticipated that Read will borrow up to about $190,000 from the account.
VDC Corporation, Ltd. will guarantee Xxxxx repayment of Xxxxx'x loan to Read
upon Read's failure to repay same.
As collateral, Read will deliver a second mortgage on it's new house plus Read's
option to purchase VDC Corporation common stock to VDC Corporation Ltd. These
mortgage and options will be held in escrow by VDC. Upon Read's repayment in
full of Xxxxx, the mortgage and options shall be automatically returned to Read
by VDC. If Read fails to repay Xxxxx within 36 months, VDC shall thereafter
immediately repay these funds to Xxxxx and may foreclose upon the house and
cancel the options or reissue them to another person.
This contract constitutes the entire agreement between the parties and
supercedes any prior understandings or agreements. This agreement can only be
altered by a mutually agreed upon written agreement. The Parties hereby agree to
all of the terms herein.
June 25, 1998 /s/ Xxxxx X. Read
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Xxxxx X. Read
June 25, 1998 /s/ Xxxx Xxxxx Read
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Xxxx Xxxxx Read
June 25, 1998 /s/ Xxxxxxxxx X. Xxxxx
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Xxxxxxxxx X. Xxxxx
June 25, 1998 /s/ Xxxx X. Xxxxx
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Xxxx X. Xxxxx
