Print Page 1 of 1 From: David Bruni (@bruni@mapillecom) To: davidbruni@comeast.net Date: Wednesday, August 15, 2007 11:04:50 PM. Subject: Terminating My Relationship with MAPL Gentlemen & Laci Effective August 15, 2007 | have elected to terminate my relationship with Mountain Adventure Property Investmenis, LLC. Please remove me from any bank accounts remaining and as a ‘contact person for this organization. Please note my new contact information below. Thank you, Cord Dave David Brunt 1118 Longview Circle ‘Steamboat Springs, CO 80487, davidbruni@comeast net [cell] 970-819-1935 hitpfs.£375.nal.yahoo.comdeflaunch?.rand3636 342708017 8272007David P. Brunt 1115 tongvlew Cielo Steamboat Springs, CO 00487 [970.819.1935 davidbrunigcomees ‘August 15, 2007 Shane Sis ‘Mountain Adventure Property Investments, ULC 2740 here Lone Stoamboot Springs, CO 80487 Georilemen: ‘his i fo formally place you on notice thet your actions on August 7, 2007 of placing me on ‘dminsratve leave and relieving me of cll management dulies axsocated with my pesiion wih ‘Mountain Adventure Propery Invesiments, LLC has In Section 8.5 of my employment agreement, Iriggered a termination without cause, ‘Spoctcally, Seton 8.5 slates, “Any removal of employee from the management of the company, ‘other than os a result ofc termination for cause In accordance wih the Company's Operating Agreament, whether by caclion of the members, amondmont of the Company's Operating Agreement, or otherwise, may ot tho option of the employee, be deemed fo be « lexminalion without couse undr the Section 8.5." ‘As you know, upon a termination without cause, the Company is responsible to pay me (i) the total amount ofthe base salary otherwiso payable through the end ofthe inital term or renewal term of the agreement, whichever is applicable, but in no event les han one year’s bate ealary «the then current rate fora twelve month period; ond {i relmbursoment for expenses incurred prior fo the date upon which such leeminalion occurs, ome [through [i] chal be payableImmediately ypon terminalion. As you are aware there are approximately 20.5. months ‘omaining inthe intl term of my conc for which my base salary is dve and payable. ease conto me ineediolly. Scary, ccc; Kim Rites, Esq,700% 2150 oun 7a0y 732% OFFICIA ‘aie ome EE earsHel, CO 124 |ae ez tana td foc er iat wecen ene crag EStieumaenin Cecio fae eee TA Aa Teh ttn te Pod Ban ee 5 Ly vveur (ile Fea 5 5, si ait Deena “0187 |S fdiewtentshnd 700 2450 0002 7603 712% 7a Foe 07, Fey 2504 epmtonaom ST ed EDR ed‘Mountain Adventure Properties, Ine. (MAP) P.O. Box 416 Hayden, CO 81639 August 22, 2007 Ma. David Broni 1115 Longview le ‘Steamboat Springs CO 80487 Re: Your letter of August 15, 2007 to Roger Johnson resign as an officer of MAPI, effectively immed of your letter of August 15, 2007. Your letter purports cause you to ly. Lwas elected President by the ‘Managers on August 16,2007, and asa result, am not lly prepared to respond to your letter. As ofthis date and based upon comments made two weeks ago and last week, it ‘may well be that you were never an employee of MAPI, but en employee of Altus Ventures. To assist mein developing the facts, Ido have erian questions and comments ‘hich you can assist me with by providing answers and comments 1 2, Do you know the dat and do you havea copy of the minute ofthe Manages? sneting held to approve your purported contact? The Manager representatives fiom 4S Development and Grasy Creek Holdings do not know of meeting that ‘otedon the purported contact. The MAPI Operating Agreement (5.1 requires “amejority ofthe Manager to approve the ations ofthe Manager prior tthe time that n action of Manage can bind MAPI. The purported employment agreement (2) tts that you employment is ..jn accordance with the Company's Operating Agreement” Thave knowledge of two mecings tht occured on Monday Augus 6, 2007. One ‘meeting wes hel inthe morning andthe second meeting Was bl lt afternoon tain both meetings your purpated contact with MAPI wos discussed. 4 Inthe morning meting, Don Anderson sated to those in atendance and ‘ona phone conference lng, tat you were nat an emplayee af MAP, bt ‘an employee of Altus Ventures and were on contaat to MAPI. Don “Anceson went ono sate that ines you were nat a MAP employes the issue onthe table, your far satus with MAPI, vas nat subject dlsousson Inthe afemoon the subject of your purported Mach 5, 2007 contact ‘with MAPL was specially identified as an agend ie for tht mesting. ‘When the discussion on your purported March contact was introduced, Don Andeton informed the group tat he contact was wsumed by Alt Ventures prior to the aflernoon meeting. Matt Grit counsel to Alt ‘ears, was asked by Dan Anderson o prepare a document hat would reflet your transfer to Altos Ventures.«Inthe moming meeting, Don Anderson made reference to the fet that you Jhad been working on various proects fr Altus Ventures, He went on say that if MAPI didn’t want your services, Altus would use you fll time. This statement was eonfirmed by Bob Keys, who Don Anderson asked to confirm your work for Altus Ventures. 44. No action was taken at either mecting by the Managers of MAPI on your position with MAPI. The reason that no action was taken was that if you ‘were not an employee of MAPI but an employee of Altus Ventures, no ston was necessary, 3. ‘The Managers of MAPT held « Manager meeting on August 16,2007, Don ‘Anderson prepared the Agenda forthe meeting. Agends Operating Officer (CEO) of MAPI, During the discussion ofthis agend Don Anderson tendered a resignation letter dated August 16,2007 as President ‘and CEO of MAPI. In your purported contac with MAPI, your employment position is “President” (1.1), If Don Anderson was President and CEO and such positon vas recognized by the Managers of MAPI that Don Anderson was President and CEO, how could you have been President? 4. If your purported contact with MAPT is determined in the future to be vali, it ‘appears from the infoumation that I presently know that you are in breach ofthe contract. Ifyou were an employee of MAPI, you were fo devote 100% of your time and loyalty to your duties at MAPI. Based upon the carnments of Don ‘Anderson on August 6 2007, you were employed and working for Altus ‘Ventures, which would be a breach of the contact In addition, when you vaca yout office last week, you took documents and objects that belonged to MAPI. ‘This isin violation of §10 ofthe contact. Please retumn sll ofthe MAPI procured documents and equipment that you removed from the MAPI offices by Friday ‘August 24, 2007. 5. 1, and others, have received reports from individuals in Routt County and from government employees in Routt County that you have been disparaging MAPI and have been making derogatory comments about MAPI’s future to them. Ifyou have been making such disparaging and derogatory comments, we ak that you ‘ease and desis from such activities. Such negative conduct may well be actionable conduct that MAPI coul, if t chose fo, seck legal redtess, await your response to these questions and issues, Fee fee to give me a cal if you desire Sincerely, President