0001144204-12-034204 Sample Contracts

June 6, 2012
Net Element, Inc. • June 11th, 2012 • Services-computer processing & data preparation • Florida

This letter agreement amends and restates that certain offer letter (the “Initial Employment Letter”) entered into between you and Net Element, Inc. (the “Company”) on February 8, 2011 and terminates that offer. You began your employment with the Company on February 15, 2011 (your “Start Date”). Your continued employment by the Company shall be governed by the following terms and conditions (this “Agreement”). If a Change of Control transaction is not “closed” on November 1, 2012, your employment with the Company will be “at will” at that point, and the Company or you may elect to terminate your employment with 30 days notice with no further obligations.

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SUBSCRIPTION AGREEMENT BETWEEN NET ELEMENT, INC. AND IGOR YAKOVLEVICH KRUTOY June 6, 2012
Subscription Agreement • June 11th, 2012 • Net Element, Inc. • Services-computer processing & data preparation • Florida

THIS SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of this 6thday of June, 2012 (the “Effective Date”), by and between NET ELEMENT, INC., a corporation organized and existing under the laws of the State of Delaware with its principal place of business at 1450 South Miami Avenue, Miami, FL 33130 (the “Company”), and IGOR YAKOVLEVICH KRUTOY, (passport of the Russian citizen No 45 04 783332 issued on the 04th of December 2002 by Otdel Vnutrennyh Del “Gagarinskiy”, subdivision code 772-068, registered at Russia, Moscow, Kosygina street, 10, apt 9) an individual residing in the Russian Federation (the “Investor” each, a “Party” and together, the “Parties”).

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