AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 15th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is entered into effective as of May 11, 2007 by and among Rubicon Financial Incorporated, a Delaware corporation (the “Company”), DeeSound, Inc., a Nevada corporation (the “Merger Sub”), and Rubicon Real Estate and Mortgages, Inc., a California corporation (the “Target”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2007 • Rubicon Financial Inc • Security brokers, dealers & flotation companies • California
(“Rubicon Mortgage”) “EBITDA” (as defined below) at a rate of one (1) Option share for every $2.00 of EBITDA earned by Rubicon Mortgage. (For example, if Rubicon Mortgage has an EBITDA of $200,000 for the fiscal year ended December 31, 2007, 100,000 Options shall vest and be immediately exercisable by the Optionee. The remaining 100,000 Options shall be subject to vesting over the remaining two (2) year period.)
