[FRONTLINE.NET LETTERHEAD]
June 20, 2000
Mike Brown, President
DelaNet, Inc.
262 Quigley Boulevard
New Castle, DE 19720
Re: Side Letter re: Bank Account and Accounts Receivable
Dear Mike:
The purpose of this Side Letter is to set forth the parties' agreement with
regard to certain post-closing obligations. Pursuant to Section 1.2 of the Asset
Purchase Agreement dated June 20, 2000 (the "Agreement"), Frontline
Communications Corp. (the "Purchaser") is acquiring the accounts receivable of
DelaNet, Inc. (the "Seller") as well as the cash balance of the Seller's
Pennsville National Bank Account Number 21-855-3 (the "Bank Account").
Subsequent to the Closing Date (i.e, June 20, 2000) the Seller agrees that
it shall not, without the prior written consent of the Purchaser, withdraw any
funds from the Bank Account. Seller further agrees that it shall continue to
collect accounts receivable and shall promptly deposit all sums collected into
the Bank Account. Seller shall provide Purchaser with reports reflecting all
amounts collected not less than once per week until control of the Bank Account
has been transferred to Purchaser.
<PAGE>
o Page 2 July 5, 2000
If the foregoing reflects your understanding, please execute below. Thank
you.
Sincerely,
Amy Wagner-Mele
Executive Vice President
and General Counsel
AGREED TO THIS ____
DAY OF JUNE, 2000
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DELANET, INC.
AWM/mmw
