Re: ALAIN KITTLER

sounds like a good begining,,tell me more details..
ie..lets assume mc2 is curently worth 6 million ,
how do you pay for your 15%,,how is working capital
used... how is the s.c. , funded...can you te%ll me
how much is currently owed by trump to you, and what
is his position.. will he try to attach any ownership
in e=mc2 , maybe you should only have an irrevocable
option on the shares to avoid his litigation.. I think
it important that you and gerald are the partners.. I
need to have some assurance that you won't sell your
group to an unacceptable partner.. , as j.l. will be
helping you as well as you helping him.. maybe , the
options shouold be exchanged,, for example.. he gives
you 20 % in exchange for 5% of you//or something like
that..please start his audit as soon as possible

--- Cecilia Steen cecilia.steen@gmail.com wrote:

Dear Jeffrey,

Before sending this memo, we needed to finalise our
meeting with Jean-Luc.
Yesterday, we discussed the "project" and also the
organisation of sending a
few Elite models to MC² for the NY collections.

Last week, we also received a last written proposal
from Mr Trump; as
expected it was ridiculous and insulting. The
problem for us remains in the
payment of our loans and commissions for 2005. We
will seek some advice on
how to handle it.

The project that was already roughly outlined in my
fax of December
19thcould be described as follow :

1. Creation of a new company, e models, e=mc², e
   management (our
   favourite name which is available for
   registration), that would take over
   the assets

of Jean-Luc's agency for a price to be calculated.

Jean-Luc seems to have some problems with his
accountant; I suggested him
to use Harvey Tanton who was the accountant of Elite
NY for nearly 20
years. He knows this business thoroughly, and can
make a quick audit for
him.

The participation of Elite Europe could be 15% or
20% in order to link
strongly our interest in the success of the NY
agency.

We just have to discuss which part of the financing
will be put in capital,
and which part will be a loan for the working
capital.

The ownership of the 85% or 80% capital would have
to be decided between
yourself and Jean-Luc, but the first idea being that
you control the
majority.

1. The company should have a sufficient working
   capital to operate :

•      A voucher system (payment of models after
  

the job)

•      The payment of commissions on a quarterly
  

basis

•      The hiring of one or two first class head
  

bookers

•      Some scouting expenses
  

plus of course, 3 months of operational "general
expenses"

• I am not yet in a position to make a budget
  

without receiving the 2005
figures of the NY agency.

• The estimation of such a working capital is
  

around 2.5 million dollars

1. The contract between the NY agency and the
   Elite Group could be as
   follow :

•      Right of  first refusal for each party
  

for all the models from
the other party

Models refused by one party could eventually be sent
to another agency.

Some of the models currently represented by Elite NY
or One Model Management
may remain there (if already contracted).

•      Commissions will be paid by each party to
  

the other on the
quarterly billing figures (10% of the model fees
before commission and
taxes)

Statements are sent one month after the end of the
quarter and paid upon
reception of the invoice.

•      Scouting
  

Some scouting operation could be shared through a
common scouting company
owned 50/50 (S.C.)

Example: a Russian scouting operation (fee and
expenses) yearly cost for
S.C. $120,000 advanced 50/50 by each party.

The models scouted by S.C. will be subject to the
usual commission that will
be paid by the agencies of the two parties to S.C.

S.C. will repay its 2 shareholders 50/50.

•      Common investments
  

We could consider that some peripheral agencies, but
in important modelling
location, could be owned and operated together
(50/50)

Example : Brazil, London

•      At a later stage, a reciprocal
  

participation of the NY agency or
of yourself in the Elite Group could be discussed.

Please let me know your comments on this draft.

Looking forward to hearing from you.

Very best regards,

Alain Kittler

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e mail kittler, and tell hem he should send jean luc a
contract as soon as possible... ownership issues can
wait until we meet.... also forward his e mial to
darren

--- Cecilia Steen cecilia.steen@gmail.com wrote:

Dear Jeffrey,

Before sending this memo, we needed to finalise our
meeting with Jean-Luc.
Yesterday, we discussed the "project" and also the
organisation of sending a
few Elite models to MC² for the NY collections.

Last week, we also received a last written proposal
from Mr Trump; as
expected it was ridiculous and insulting. The
problem for us remains in the
payment of our loans and commissions for 2005. We
will seek some advice on
how to handle it.

The project that was already roughly outlined in my
fax of December
19thcould be described as follow :

1. Creation of a new company, e models, e=mc², e
   management (our
   favourite name which is available for
   registration), that would take over
   the assets

of Jean-Luc's agency for a price to be calculated.

Jean-Luc seems to have some problems with his
accountant; I suggested him
to use Harvey Tanton who was the accountant of Elite
NY for nearly 20
years. He knows this business thoroughly, and can
make a quick audit for
him.

The participation of Elite Europe could be 15% or
20% in order to link
strongly our interest in the success of the NY
agency.

We just have to discuss which part of the financing
will be put in capital,
and which part will be a loan for the working
capital.

The ownership of the 85% or 80% capital would have
to be decided between
yourself and Jean-Luc, but the first idea being that
you control the
majority.

1. The company should have a sufficient working
   capital to operate :

•      A voucher system (payment of models after
  

the job)

•      The payment of commissions on a quarterly
  

basis

•      The hiring of one or two first class head
  

bookers

•      Some scouting expenses
  

plus of course, 3 months of operational "general
expenses"

• I am not yet in a position to make a budget
  

without receiving the 2005
figures of the NY agency.

• The estimation of such a working capital is
  

around 2.5 million dollars

1. The contract between the NY agency and the
   Elite Group could be as
   follow :

•      Right of  first refusal for each party
  

for all the models from
the other party

Models refused by one party could eventually be sent
to another agency.

Some of the models currently represented by Elite NY
or One Model Management
may remain there (if already contracted).

•      Commissions will be paid by each party to
  

the other on the
quarterly billing figures (10% of the model fees
before commission and
taxes)

Statements are sent one month after the end of the
quarter and paid upon
reception of the invoice.

•      Scouting
  

Some scouting operation could be shared through a
common scouting company
owned 50/50 (S.C.)

Example: a Russian scouting operation (fee and
expenses) yearly cost for
S.C. $120,000 advanced 50/50 by each party.

The models scouted by S.C. will be subject to the
usual commission that will
be paid by the agencies of the two parties to S.C.

S.C. will repay its 2 shareholders 50/50.

•      Common investments
  

We could consider that some peripheral agencies, but
in important modelling
location, could be owned and operated together
(50/50)

Example : Brazil, London

•      At a later stage, a reciprocal
  

participation of the NY agency or
of yourself in the Elite Group could be discussed.

Please let me know your comments on this draft.

Looking forward to hearing from you.

Very best regards,

Alain Kittler

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