The following summarizes the services provided by Silicon Valley Nano Ventures and the associated fees. Following the Business Development Services section below is our fee structure described under Network Fees, Professional Engagements, Retainer, Success Fee, and Credit Back.

Business Development Services and Fees:

Our business development services are transaction focused.

In some cases we will take stock in lieu of some portion of our fees.

Success usually requires research as well as development of the business case and presentation documents for a transaction and considerable commitment to negotiation and close.

Typical transactions for our clients include:

• Foreign Subsidiary
• IP Portfolio -- Sale or License
• Joint Venture Negotiation
• New Venture Development
• Private Placement Funding
• Product Line -- Sale or License
• Mergers and Acquisitions
• Strategic Consulting
• Strategic Partnerships
• US Subsidiary
• We can engage on projects that require a broker-dealer license in California or the United States

Network Fees:

We offer our global network participation in all fees, within the following guidelines:

Client origination fee - ten percent (10%)
Contract origination fee - ten percent (10%)
Client management fee - ten percent (10%)

The balance of a fee is divided between the principals and associates working on engagements.

Professional Engagements:

Our compensation for engagements includes both a retainer and a success fee. Depending on the nature of the engagement and our total compensation we can offer a credit back from retainer payments against the success fee. All engagements are negotiated on a case-by-case basis. The guidelines provided below do not constitute an offer or an acceptance of any engagement.

Retainer:

Retainers are usually based on a 90 day to 180 day engagement, depending on the project, with option to extend monthly based on agreement by both parties.

Our retainers vary from $3,000/month to $15,000/month depending on the project, with a billing rate from $75/hour - $300/hour depending on principals and associates engaged in project. Our retainer can vary over the term of project per our NOTE:

Engagement Note: We find that the hard work is usually in the first 2 months of an engagement involving research and the development and preparation of presentations and other documents and then in the last 2 months in negotiating and closing transactions. In between there are follow-ups, but the gathering of the information, inventing or reinventing the written strategic presentation, building the target contact list, making initial contacts, and establishing champions in target markets is the most time consuming part of an engagement. The second most time intensive part of an engagement is in negotiating and closing transactions.

Success Fee:

In some cases we will take options, stock, or warrants in lieu of some portion of our success fee.

Our success fee varies from three percent (3%) to ten percent (10%) of the transaction, depending on the engagement. The highest percentage is for initial seed money, which is always the hardest amount to close and usually the smallest dollar amount. A portion of retainer will be credited back against the success fee.

To keep fee our fees reasonable and competitive, we normally have minimum fee of $50,000 for transactions of less than $1 million (e.g. for a $500,000 private placement this would result in a 10% fee) and going up to $75,000 to $100,000 for projects estimated over $2 million.

Depending on project size and especially a sell assignment we are creative by offering a lower fee. For example in a situation where a company expects to realize $5 million dollars from the sale of a product line, IP portfolio, or other asset, including possibly the company itself, we can offer a three percent (3%) to five percent (5%) fee for the first $3 million to $5 million dollars paid by buyer but with a seven percent (7%) to eight percent fee (8%) fee for any amount over $5 million dollars.

Credit Back:

Retainers are non-refundable, as the client has the benefit of our work product.

We will credit back a percentage of our fee against the success fee, in order to keep our charges reasonable and competitive.

The percentage of credit back increases with the amount of money in a transaction. For example if $2 million is raised and the success fee is five percent (5%), then 50% or greater (up to and including 100%) of retainer can be credited.

Other Services:

Our principals also offer marketing and team building services.

Marketing includes affiliate group and event marketing and marketing communications.

Team building includes board of advisors, board of directors, and consultant and senior technical and executive recruiting.