0001108017-04-000291 Sample Contracts

REORGANIZATION AGREEMENT
Reorganization Agreement • May 25th, 2004 • Jefferson Capital Interests, Inc. • Florida

THIS REORGANIZATION AGREEMENT (the “Agreement”) is made and entered into by and between Jefferson Capital Interests, Inc., a Maryland corporation (the “Corporation”) and Augustus A. Cervera, Attorney-in-fact for all the individuals set forth in Exhibit A (hereinafter referred to as the “Subscribers”) (the Corporation and the Subscribers being collectively referred to as the “Parties”).

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FORM OF OPTION AGREEMENT
Form of Option Agreement • May 25th, 2004 • Jefferson Capital Interests, Inc.

That the Undersigned (“Optioner”) hereby agrees for and in consideration of services rendered as Director, the receipt of which services is hereby acknowledged as received by the undersigned (“Optionees”) as follows:

EXECUTIVE COMPENSATION AGREEMENT
Jefferson Capital Interests, Inc. • May 25th, 2004 • Maryland

THIS AGREEMENT (“Agreement”) is made and entered into on the date as written by each signatory to it, (“Effective Date”), by and between JEFFERSON CAPITAL INTERESTS, INC., a company incorporated in the State of MARYLAND, in good standing (“Company”), and ________________ (“Executive”), whose respective registered office, in the case of Company, and mailing address for service, in the case of Executive both appear on the “Signature Page” hereunder.

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