1. | DeSoto, Inc. The parties will form a company called “DeSoto, Inc.” (for now) with the following contributions and ownership: |
Ownership | Contribution | |||
Medici | 50 | % | Payment to Hernando of $6 million cash on or before January 8, 2018 for Intellectual Property as described below. In addition, Medici will contribute $8 million cash contributed to DeSoto, Inc. ($4 million immediately and $4 million in three months) to fund the operating activities of DeSoto, Inc. | |
Hernando | 33 | % | Intellectual Property regarding the methodologies needed for locating and collecting disconnected ledgers worldwide and extracting from them the information that will include them in the global information and legal network. As consideration for such Intellectual Property, Hernando will receive $20 million cash as follows: $6 million from Overstock on or before January 8, 2018 and $14 million from Patrick on or before March 31, 2018. Hernando will serve as Chairman of DeSoto, Inc., a Director of Medici and will help advance the international understanding of our mission. | |
Patrick | 17 | % | Reputation as leader in global blockchain community. Service as Co-Chairman and CEO of DeSoto, Inc. and a Director of Medici. Payment to Hernando of $14 million cash on or before March 31, 2018 for Intellectual Property as described above. |
2. | Additional Terms |
a. | Additional Funding. DeSoto, Inc. will use commercially reasonable efforts to raise additional funding for its work as soon as it is reasonably practical to do so. Fund raising activities may include an Initial Coin Offering and or other activities depending on market conditions. |
b. | Compensation for Hernando’s Employment. DeSoto, Inc. will pay Hernando $500,000/year for his services: $200,000/year for his role as Chairman and $300,000/year for his services abroad globally promoting DeSoto products. |
c. | Medici Stock Options. Medici will grant each Hernando and Patrick stock options to purchase 2,500 Medici stock pursuant to the Medici Ventures 2017 Employee Stock Option Plan for service as Directors on the Medici board of directors. |
3. | Hernando’s goals in Joining the group |
/s/ HERNANDO DE SOTO | /s/ PATRICK M. BYRNE | ||
Hernando de Soto | Patrick M. Byrne | ||
/s/ PATRICK M. BYRNE | /s/ JONATHAN E. JOHNSON III | ||
Patrick M. Byrne, Overstock | Jonathan E. Johnson III, Medici |