TERM SHEET
Between
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (▇.▇.)
and
ATLANTIC CENTRAL ENTERPRISES LTD. (ACE)
(The Parties)
1) The parties agree that they will form a new corporation to be called
First American AMO (FA-AMO).
2) The business of FA-AMO shall be that as described in the business plan
submitted to the ACE CEO on May 21, 1997 by ▇.▇. in Bermuda.
3) ACE agrees to fund FA-AMO to the point at which separate funding is
acquired for FA-AMO, which funding shall be sought immediately.
ACE will fund FA-AMO up to $450,000 prior to any separate outside
funding of FA-AMO, and consistent with a detailed Business Plan
submitted to ACE by ▇.▇. and as periodically revised.
4) The initial market capitalization of FA-AMO will be as follows:
Shares
Outstanding
-------------
ACE 1,001,000
▇▇▇▇▇▇▇ 150,000
▇▇▇▇▇▇ 50,000
GRECHNIW 50,000
-----------
1,201,000 (sic)
===========
5) The management team will be compensated consistent with the business
plan submitted by ▇.▇. except that ▇.▇. will be paid $10,000 per month
plus an annual bonus paid from a profit sharing plan to be developed.
6) ▇.▇. agrees not to compete with FA-AMO for a period of one year after
severing employment with FA-AMO as long FA-AMO continues to pay ▇.▇. at
the rate of pay enjoyed by ▇.▇. in the year prior to severance.
This Agreement is binding on the parties as a condition of ACE moving forward
with a plan to fund FA-AMO immediately.
Any disputes will be subject to binding arbitration submitted to a recognized
independent Arbitration Board in the Country of Bermuda.
Agreed and Accepted Agreed and Accepted
-------------------------------- ----------------------------
Atlantic Central Enterprises, Ltd. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Date: ________________________ Date: ____________________
