Robert Hunter Biden Interest in Aqaba Skaneateles RSP Holdings Eudora Global Transatlantic Energy Group Rosemont Seneca Advisors CAF Owasco BHR Tadich Grill

Robert Hunter Biden Interest in Aqaba Skaneateles RSP Holdings Eudora Global Transatlantic Energy Group Rosemont Seneca Advisors CAF Owasco BHR Tadich Grill

Executive Overview of Membership Interest redemption agreement

Below please find an executive overview of the proposed Membership Interest Redemption Agreement. This executive overview should not be relied on and should be read in addition to and not in lieu of a review of the Membership Interest Redemption Agreement. You are strongly encouraged to seek legal counsel in reviewing the Membership Interest Redemption Agreement.

The business deal proposed in the draft Membership Interest Redemption Agreement is as follows:

    • Aqaba International, LLC is redeeming its entire 25% Percentage Interest in Skaneateles, LLC in exchange for the following:

        ◦ 100% of Skaneateles, LLC’s membership interests in RSP Holdings, LLC;

        ◦ 25% of the equity owned by Skaneateles in Eudora Global, Inc.; and

        ◦ 25% of the remaining fees due to Skaneateles from Transatlantic Energy Group for services performed by Rosemont Seneca Advisors on behalf of CAF.

    • Upon closing, Owasco, LLC would own 100% of Skaneateles, LLC, which would include the following:

        ◦ 100% of Rosemont Seneca Advisors, LLC; 

        ◦ 100% of the equity owned by Skaneateles in BHR;

        ◦ 100% of the equity owned by Skaneateles in Tadich Grill; and 

        ◦ 75% of the equity owned by Skaneateles in Eudora Global, LLC.

    • The closing deliverables include the following:

        ◦ From Aqaba International, LLC:

            ▪ Signed Membership Interest Redemption Agreement; and

            ▪ Assignment of Membership Interest of Skaneateles Membership Interest.

        ◦ From Skaneateles, LLC:

            ▪ Signed Membership Interest Redemption Agreement;

            ▪ Member Consent approving the Membership Interest Redemption Agreement;

            ▪ Assignment of Membership Interest of RSP Holdings Membership Interest; and

            ▪ Assignment of Stock of Eudora shares.

    • The Agreement contains standard (i) representations and warranties and (ii) releases and agreements to indemnify by each party.