From: Steve R. Ray [mailto Sent: Monday, May 4, 2015 11:49 AM To: Boris Nikolic Subject: RE: Hi Boris, I realize from your perspective that Jeffrey's approach is attractive as you don't have to come out of pocket for the 5400k up front. I just want to make sure you understand the clawback exposure. David won't sign up for any clawback, which effectively leaves you on the hook. Depending on the performance of Blue Talon and Digisite in relation to the rest of the companies in the Fund, the exposure could be significant —well in excess of 5400k. In addition, the proposed form of agreement is different from the draft we tendered and the signed copies that came back, so it will take additional time for them to digest. I just want you to understand the clawback exposure and relative trade-offs of using a different form of agreement before proceeding. Jeffrey and his attorney apparently do not understand the clawback as they haven't addressed it. It's worth mentioning that Peter called me Friday and advised that they fully expected you to counter-offer the signed copies they sent. They were just hoping to get the ball moving and want you to sign anything you propose. Signing and delivering Jeffrey's proposal would effectively do that. Thanks, Steve Steve R. Ray Gunderson Detimer Stough Villeneuve Franklin & Hachigian, LLP 1200 Seaport Boulevard Redwo Phone: This email and any attachments may contain private, confidential and privileged material for the sole use of the intended recipient. If you are not the intended recipient, please immediately delete this email and any attachments. From: Boris Nikolic rmailto: Sent: Monday, May 04, 2015 11:06 AM To: Steve R. Ray Subject: RE: EFTA00857602

Hi Steve, I am planning to sign this and send it today to Peter. Please can you just take a quick look. Currently I am offering 50% of the upside and 150K. This 150K (currently at Biosys bank account) together with 100K that they already cash out is 250K - enough for all cost and Boris Bentley Not sure if I need to place an expiration date (May 15111?) If I do not hear from you, I will assume it is all OK and sign it and send it to Peter. B From: Steve R. Ray [mailto: Sent: Sunday, May 3, 2015 10:03 PM To: Boris Nikolic Subject: RE: Hi Boris, David may find the proposal acceptable as, per the draft agreement, you would effectively be guaranteeing any clawback obligation that David might otherwise owe. The last time we considered this option, you were unwilling to guarantee the clawback and David was unwilling to assume the obligation. That's why we abandoned the carry approach. Steve EFTA00857603