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Agreement#: AG-23962
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CIO - TERMS OF OFFER OF EMPLOYMENT - B. Anderson Young

Effective Date: July 06, 1999
Parties:

Mortgage.com

Sectors: Financial Services
Governing Law:  Florida
Mr. B. Anderson Young: Terms of

Offer of Employment



Dear Andy:



Please allow this letter to serve as an offer of employment with mortgage.com. The terms and conditions of the offer are detailed below:



o Employed with: mortgage.com, inc.



o Position: Chief Information Officer



o Job Description: Responsible for the overall development and

maintenance of all of the Company's computer and

information technology.



o Additional Responsibilities: Jointly responsible with other Senior

Management for the management of the Company.



o Reports to: Seth Werner, Chairman and Chief Executive Officer



o Base Salary: $175,000 annually



o Bonus: Up to 30% of base salary for excellent performance, in

the sole discretion of the Chairman



o Frequency of Bonus Payment: Annually at discretion of Chairman; pro-rated

for 1999



o 401K Program: Standard eligibility for participation under the plan



o Vacation: Two weeks paid vacation annually.



o Medical and Dental Benefits: The cost of medical and dental insurance for

yourself will be covered by mortgage.com. as is standard

and available to all employees. The company will

contribute the HMO health and DMO dental rate toward the

premium for your insurance benefits, any upgrades or

dependent coverage will be your responsibly ; life

insurance through the company will be available at

standard rates.



o Relocation Expenses: Up to $75,000 in relocation expenses ( the "Relocation

Advance"), $25000 of which is to be man ...

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