Memorandum of Understanding This MoU is executed at Dallas, Texas on this 19th day of August 2016, with an effective date of August 20, 2016 (Effective Date”) BY AND BETWEEN ‘Abhi Verma, Founder and Managing Director, M/s Lexlnnova Technologies LLC, 550 Westcott Street, Suite 530, Houston, Texas 77007, USA duly authorized by its investor group based out of US and India to sign this MoU (hereinafter referred to as LI) AND Harold Montgomery, Chairman and CEO of Calpian, Inc., Ross Tower ,500 North Akard Street, Suite #2850, Dallas, TX 75201, duly authorized by its board to sign this Mol) (hereinafter referred as Calpian/CLPI) WHEREAS. -Li has been approached by Calpian and the latter has represented themselves as majority owner of a group of two Indian companies namely My Mobile Payments Ltd. and Digital Payment Processing Ltd. MOM House, Plot no 61, Ramchandra Lane, Kanch Pada, Malad (West), Opp. Greater Bank, Mumbai 400064, Maharashtra, INDIA collectively known as MOM -MOM is providing SMS text and smartphone application based payment transfer services in India. - Calpian has requested LI to help them sustain and expand its business operations of MOM in India, resolve external and internal issues, consult on compliance issues, build a strong leadership team and credible board, help MOM with new favorable banking and credit facilities, keep all licenses fit and proper as per regulatory environment, help business to ward off external and ‘competitor attack, add new business lines such as Micro Finance cash collection network and retail cash collection network, find new investment to expand operations. Now It is agreed between both parties that, for providing the above services, Calpian shall release equity without any consideration to the entity as directed by LI as per following schedule:Sr.No. Event/Milestone CLPI Common Equity Awarded ‘At the time of signing of MoU as atoken 70,000 shares of CLPI common stock. (All shares issued under this Agreement are ‘restricted! common stock and are subject to Rule 144 requiring a 6 month holding period before becoming freely tradeable shares). |Upon successful resolution of ‘ownership issues with the current founder/s of MOM - defined as a definitive agreement executed by all parties, and continued cooperation of the parties for the duration of any payments under the agreement. A total of 1,500,000shares of restricted CLPI common stock delivered in tranches: 1. 500,000 shares upon signing) of an agreement 2. 125,000 shares upon each 3 month anniversary of the agreement and continued cooperation of the parties. 3. Remainder of unvested shares (if any) delivered upon conclusion of the Agreement term jpon successful migration of banking facilities to a larger bank on better terms -a bank that MOM is not currently dealing with. (MOM has depository relationships with SBI already in place, this Agreement is intended to establish a deeper relationship with SBI for IMPS< NEFT, Business Correspondent Bank and other similar services). 1,000,000 shares of CLI restricted common stock. issue of these shares