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FYI, I talked to Jeff yesterday. He had a good conversation with Gabriel and Jeff thinks he can be helpful. Jeff wanted to know if it was OK to take some of our 10% and use it if Gabriel needs it to bring in someone who requires some equity. Gabriel would just be paid in cash on a retainer basis - he doesn't want equity. I told Jeff I'd talk to you but we'd do whatever made sense to him. Our 10% was supposed to be for Jose Luis coming in but Jeff's not taking that away but wants our permission to dilute it a little if need be.

Also, we should talk about Colombia. Jay has introduced Cooper to someone down there (Gustavo) and that is a similar case where any share Jay/Gustavo would want comes out of our 10%. Jeff was leaving it to us to figure out with Jay how much each person gets. I say we keep at least 5 - 7.5% and leave open the other 5 - 2.5% if we need it to compensate Jay and any potential people.


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com
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