Re: Term Sheet from Cantor Fitzgerald to Mr. T

CONFIDENTIAL: This e-mail, including its contents and attachments, if any, are confidential. If you are not the named recipient please notify the sender and immediately delete it. You may not disseminate, distribute, or forward this e-mail message or disclose its contents to anybody else. Copyright and any other intellectual property rights in its contents are the sole property of Cantor Fitzgerald.

E-mail transmission cannot be guaranteed to be secure or error-free. The sender therefore does not accept liability for any errors or omissions in the contents of this message which arise as a result of e-mail transmission. If verification is required please request a hard-copy version.

Although we routinely screen for viruses, addressees should check this e-mail and any attachments for viruses. We make no representation or warranty as to the absence of viruses in this e-mail or any attachments. Please note that to ensure regulatory compliance and for the protection of our customers and business, we may monitor and read e-mails sent to and from our server(s).

For further important information, please see http://www.cantor.com/legal/statement

Charles and Libby Attached please find the draft term sheet. Please let me know when you would like to discuss it.

EFTA R1_00431650
EFTA01958960

Thank you
Steve Merkel

Sent from my BlackBerry 10 smartphone.

Sec attached term sheet from Howard to PA. I think madness. They are still at it. We kill it ?

no predetermined split, and even then payments made only if they choose to? its crazy

Kill the whole thing ? PA lawyer is out of his depth.

no , suggest a counter, filly fifty split, first 1 millino to offset loan, no subs acting without written agreement as to fee and profits . no exclusivity,

Instead of 50/50, can we do 40/40/20 ? 20 for me.... This is original PA idea.