▇▇▇▇▇▇.▇▇▇, Inc.
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▇▇▇▇▇ ▇▇▇
▇▇▇▇▇, ▇▇ ▇▇▇▇▇
October 17, 2002
▇▇▇▇▇▇ ▇▇▇▇ October 10, 2002
Ardt Investment Management, Inc.
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▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Re: Form of Negotiated Settlement Payment
Dear ▇▇. ▇▇▇▇:
In regard to certain due and unpaid consulting services fees and our recent
communications, this correspondence will serve to evidence the oral agreement
that has been reached between yourself, on behalf of Ardt Investment Management,
Inc. ("AIM"), and our company, ▇▇▇▇▇▇.▇▇▇, Inc. ("FindEx").
We confirm that Ardt Investment Management, Inc. performed all services as
requested in a timely manner and that though FindEx agreed to pay for such
services upon completion, this debt remains unpaid.
Therefore, because Findex has not fulfilled to date its obligation to deliver to
AIM certain compensation for consulting and valuations services as required,
including interest thereon, Findex and AIM hereby agree that, in full
satisfaction of any and all past due consulting fee obligations FindEx may have
to AIM, FindEx shall issue to AIM two hundred and ninety-six thousand, three
hundred eight (296,308) shares of Findex common stock. Findex agrees that such
shares shall be registered on SEC Form S-8 as of a date no later than November
7, 2002.
Your signature below shall serve as your assent to the above terms.
Very truly yours,
▇▇▇▇▇▇.▇▇▇, INC.
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇
President
Agreed and Accepted:
ARDT INVESTMENT MANAGEMENT, INC.
__/s/ ▇▇▇▇▇▇ ▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇
Title: President & CEO