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Chris-

Not sure if Devon or Hunter got back to you. But we talked about this after I hung up with you and briefly before Devon went back to NYC. We are all good with Rob - seems like a great guy.

I think they way Rob was talking about it working last night was for him to go into IPS right away assuming Thad would hire him on a contracting basis. If we sign a MOU with IPS that calls for a 6 month exclusivity/negotiation period (or shorter if we come through the beta tests and due diligence faster) before we get to a JV then Rob can be over there getting paid by IPS while he's learning more them and the process and be our guy inside without costing us anything. We'll also have a chance to better understand the economics on their side and know what his role in the JV could be.

We were all comfortable with that. You didn't get the sense he'd want/need us to pay him instead of IPS, right? Ideally if we can get IPS to pay him and be on the inside over there, that works, right? (Michael already said to me that he thinks they would be able to do so.) Or was he thinking of working for free until the JV entity had the revenue to pay for him? Obviously, IPS paying him seemed the ideal thing.

Just wanted to make sure you were thinking the same thing.

Best,

Eric


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com
P Consider the environment before printing this email.

On May 26, 2010, at 11:14 AM, Chris Heinz wrote:

Is everyone good with Rob's involvment? I think he can play a valuable role in this diligence process and frankly probably earn his way onto any team that is created. He also is at a good junction in his life to devote time and energy to this understanding that it's a new venture build.

Christopher Heinz
Rosemont Capital, LLC


From: robert mitchell [mailto:robert.mitchell2@att.net]
Sent: Wed 5/26/2010 8:06 AM
To: Devon Archer; Chris Heinz; eschwerin@rosemontseneca.com; hbiden@rosemontseneca.com
Subject: Next steps

Gents,

I want to thank you all for including me in yesterday's proceedings, and for treating me to such a fun evening on top of it. Hunter and Eric, it was a great pleasure to meet you both; please pass on my regards to Neil and Arlene as well.
Obviously I am as excited as you all are by this opportunity, and I deeply appreciate your interest in having me involved. There is no question in my mind that this project will be anything but amazingly successful. I am on board one hundred percent.
With the understanding that there is still much to be done to work out the remaining due diligence issues, I'd like to get involved in helping to shape the joint venture at the earliest opportunity. Thad had offered a means of getting my clearances turned on again, and I intend to follow up with him in order to gain a deeper understanding of how IPS functions. Undoubtedly this would be helpful with respect to building out the pilot engagements mentioned in the brief, as well as the formation of the proposed client teams. Before I do that, however, I want to ensure that I proceed in accordance with your plans for the immediate future. Let me know your thoughts, I'll defer to you all on the timing, etc.
Please don't hesitate to reach out if you need anything from me, this is now my top priority. Thanks once again and I'll look forward to talking with you soon.

Best regards,
Rob