EX-10 6 ycs_ex10d.txt LETTER OF AGREEMENT Exhibit 10(d) Letter of Agreement from Yellowstone Corporate Services, Inc. and Jupiter Capital Korea Co. Ltd. to Mr. Mean-Churl Lee dated February 6, 2002 with regard to number of shares to be issued by the Listing Vehicle used for listing of Wink Co. Ltd February 6, 2002 Mr. Mean Churl Lee 106-69 Daelim Kang Byun Town, Eungbong-dong Sungdongku, Seoul, Korea,(133-769) Dear Mr. Lee, We refer to the Contract for Services entered into by Wink Co. Ltd. ("Wink"), Yellowstone Corporate Services Inc. ("YCSI"), and Jupiter Capital Korea Co. Ltd ("JCK") in September 2001, the rights and obligations of which were assigned to you by Wink on February 6, 2002. Pursuant to Clause 4 of the above-mentioned Contract for Services YCSI and JCK shall receive a total of 842,105 shares of a Listing Vehicles for being the Joint Project Manager for provision of services stipulated under this contract. We hereby confirm we agree that YCSI and JCK shall only be entitled to 795,406 shares of the Listing Vehicle and that the distribution of these shares is as follow :- Name of entity Date shares Number of Consideration issued/to be shares issued ------------------------------------------------------------------------- Jupiter Capital January 8, 2002 200,000 USD200.00 Korea Co. Ltd. ------------------------------------------------------------------------- Jupiter Capital January 8, 2002 30,000 USD200.00 Limited. ------------------------------------------------------------------------- Harold P. Gewerter February 11, 2002 50,000 USD50.00 Esq. Ltd ------------------------------------------------------------------------- Yellowstone Upon effectiveness 515,406 USD515.41 Corporate Services, of registration Inc. for statements distribution to its registering these stockholders shares with the US Securities and Exchange Commission ------------------------------------------------------------------------- We understand that you undertake to cause the Listing Vehicle to register the 515,406 shares of its common stock to be sold to Yellowstone Corporate Services, Inc. with the United States Securities and Exchange Commission ("SEC"), and that this sale will only be completed upon the registration is declared effective by the SEC. For and on behalf of For and on behalf of YELLOWSTONE CORPORATE SERVICES, Jupiter Capital Korea Co. Ltd. INC. /s/ King K. Yu /s/ Chang-Suk Kim ------------------------------- ------------------------------- King K. Yu Chang-Suk Kim Director & President Chief Executive Officer Accepted by: /s/ Mean-Churl Lee 2/6/2002 ------------------------------- --------------- Mean-Churl Lee Date