AGREEMENT made this 1st day of January 1, 2000 by and between Webb Mortgage Depot, Inc. (hereinafter
referred to as the "Corporation"), and Byron J. Webb (hereinafter referred to as "Webb").
FOR VALUE RECEIVED, the parties hereto agree as follows:
1. Employment. Subject to the terms and conditions hereof, the Corporation agrees to employ Webb and Webb
accepts employment by the Corporation commencing March 1, 2000 and ending December 31, 2003 or on the
Effective Date of Termination (as determined in Paragraph 4 below), whichever shall be earlier.
2. Duties. During the period of his employment Webb shall serve as Chief Executive Officer and shall serve as a
member of the Board of Directors. Webb will oversee all of the company's operations. While he is so employed
Webb shall devote his full business time, energy and attention to his duties hereunder.
3. Compensation. For his services hereunder, the Corporation will pay the following compensation to Webb:
a. Salary. Webb will receive a salary of $135,000 per year with annual increases of 10%. Payments shall be
b. Commission & Bonus. In addition to his salary, Webb will receive a commission based on the gross
commission revenues of the Corporation. Webb's commission will equal 1% of the gross commission revenues
and will be paid biweekly, in the event the company's revenues grew over 15% from the previous year, Webb
would receive an additional bonus equal to 0.5% of the gross commission revenues, which would be paid at
year-end. Webb is also entitled to a bonus of 3% of the pre-tax profits of the Corporation, paid at year-end.
c. Options. Webb may receive stock options to acquire a total of 1,000,000 shares of common stock at an
exercise price of $3.00 per share or 15% below the 52-week trading average, contingent upon the company
achieving the following revenue milestones:
Beginning with FY2000 and at each of the following four year-ends thereafter, 200,000 options will become