SCARDELLO MARKETING GROUP, L.L.C. EXHIBIT 6.14
d.b.a MediQuik Marketing Services
000 Xxxxx Xxxx Xxx Xxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
June 18, 1999
VIA HAND DELIVERY
Grant M. Gables
President & CEO
MediQuik Services, Inc.
000 Xxxxx Xxxx Xxx Xxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
RE: National Diabetic Pharmacies
Dear Grant:
Per our previous conversation, the following describes the terms of our
agreement pertaining to assistance provided by Scardello Marketing Group,
L.L.C. (hereinafter "SMC") with the acquisition and purchase of National
Diabetic Pharmacies (hereinafter "NDP").
In the event that MediQuik, Services, Inc. or any of its subsidiaries or
joint venture partners, et al (hereinafter "MediQuik") purchases NDP or any
of its assets, SMG shall receive the following payment:
NDP Corporate or Asset Purchase
200,000 Shares of MediQuik Common Restricted Stock or Zero Cost Options
In the event that MediQuik purchases NDP or any of its assets and SMG
provides a financing source and a firm commitment from said financing source
at terms not to exceed prime plus 2 points with customary origination fees
for senior debt of similar size, and no other discount points or fee's, SMG
shall receive the following payment:
Financing Provided for the NDP Corporate or Asset Purchase
100,000 Shares of MediQuik Common Restricted Stock or Zero Cost Options
The payment pertaining to the financing provision above shall occur
regardless if MediQuik utilizes the financing source and associated firm
commitment.
These terms shall continue for up to five years. In the event that MediQuik
elects to utilize the zero cost options, it is understood that rule 144 will
apply to said shares. MediQuik will pay legal costs associated with the
preparation of said option agreements.
Please indicate your agreement the terms stated herein where indicated below.
Sincerely,
/s/ Xxxxxx XxXxxxxx
Xxxxxx XxXxxxxx
Executive Vice President
The terms described herein are hereby agreed to this 18th day of June, 1999.
MediQuik Services, Inc.
/s/ Grant M. Gables_____________________
Grant M. Gables
President & CEO
