I am attaching the finder's fee agreement with the options to invest all the finder fee back to the company (3.1.3)
The Basic Finder Agreement has been attached to this Notice and to which clause 3.1.3 has been added, according to which:
The company shall also give the Finder options in the actual investment valuation for a period of 12 months. The amount of options shall be equivalent to investing all Finder's Fee back in the company"
I am of the opinion that the notice of April 1, 2018 shows clarity about the interpretation that should be given to clause 3.1.3 as it was added to the clause (and I will discuss this later in the chapter devoted to the interpretation of the agreement). Moreover, for the purposes of this stage of the discussion, which indicates the very intention to include this clause in the agreement, I will only note that this notice also indicates that no negotiations were conducted between the parties in the framework of which it was agreed that the plaintiff would be entitled to options in addition to the commission, but that the negotiations between the parties revolved around the very entitlement to receive a commission in the event of an offering and the possibility that the plaintiff would be given to convert this commission into shares – nothing more.
However, even this was not the end of the negotiations between the parties, since the correspondence of April 2, 2018 clearly shows that Don objected to the wording of the agreement as conveyed by Peleg – i.e., to the wording of the basic agreement to which clause 3.1.3 was added and offered three other options. Thus, as detailed in paragraph 14 above, Don proposed one option – in which the commission to the plaintiff would be 2% and the plaintiff would have the option to receive the commission in cash the day after the offering or in options to purchase the company's shares immediately after the offering and for a period of 12 months; A second option – whereby the company will allocate 5 million options to purchase the company's shares at a rate of 150% of the raising price; and a third option – whereby the plaintiff will receive a total of $200,000 as a bridging loan, which will be reinvested back to the company on the same day at a 20% discount. In addition, the plaintiff will receive $200,000 in options to be exercised within two years.