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Momentex LLC
Management

Momentex is founded by individuals with breadth and depth of experience in the key areas of finance, marketing, operations, negotiations and strategy. The Gulp & Go business model requires skill in negotiation and marketing because the success of the business hinges upon securing locations to install the Gulp & Go system. Due to the high profit potential and the competitive nature of the beverage industry, negotiation expertise must be coupled with strategy and finance skills. Since a new dispenser will have to be designed and integrated into the existing information systems, skills and experience in engineering and information technology will be necessary. Lastly, as the Gulp & Go service involves flows of traffic and multiple locations, expertise in operations and management will also be critical. The table below outlines key skills that are necessary to turn Gulp & Go into a successful long-term business and rates capabilities in these areas.

Key Skills Management Advisor Network Outsourced Overall Capability
Management & Strategy High High - High
Negotiation & Sales High High - High
Operations Medium High High High
Marketing & Channel Development High - - High
Information Systems & Automation Low High Medium High
Engineering Low Medium High Medium
Finance High - - High
Knowledge of Beverage Dist. High High - High

To accommodate this range of expertise, Momentex's in-house capabilities are enhanced through advisor and contractor relationships. The organizational structure is outlined in the following chart.

Management Team

Melissa Chadwick- President and Chief Financial Officer. Ms. Chadwick focuses on business development, finance and marketing as well as coordinating the raising of the Company's first round of funding. She has been with Momentex since inception in 1998.

Ms. Chadwick worked as an investment banker with Lehman Brothers and McDaniels S.A. In these positions, she met capital raising goals for both public and private sector clients and implemented growth strategies for them through her involvement in research, valuation and negotiations for several acquisitions. She holds a Masters of Arts degree in international relations and a Bachelor of Arts degree in economics from the University of Chicago, and recently completed a Masters of Business Administration degree in finance and entrepreneurial management from The Wharton School at the University of Pennsylvania.

Zafar Khan - Chief Executive Officer. Mr. Khan focuses on strategy, operations and developing partnerships with venture stakeholders. He has established a high quality advisor and consultant network and has designed-the service process. He has been with Momentex since inception in 1998.

Mr. Khan worked as a strategy consultant for Braxton Associates/Deloitte Consulting. In addition, as a manager for a chemical industry trade association, he helped businesses adapt technologies and develop new business lines, and interacted with federal government on the industry's behalf. He holds a Bachelor of Arts degree in biology and psychology from Wesleyan University and recently graduated with a Masters of Business Administration degree in finance and entrepreneurial management from The Wharton School at the University of Pennsylvania.

David Smith - Director of Operations. Mr. Smith is actively engaged in developing prototype hardware, optimizing the service process, and refining the business model. He joined the Momentex team at year-end 1998.

Mr. Smith has. worked as a strategy consultant with Bain & Company and a business advisor with Price Waterhouse LLP where he consulted firms in a wide range of industries on process management, business planning, and internal control procedures. He holds a Bachelor of Arts in economics and a Bachelor of Business Administration in accounting and international business from the University of Texas at Austin and will graduate in 1999 with a Masters of Business Administration degree in marketing and operations from The Wharton School at the University of Pennsylvania.

Paul Glaab - Director of Channel Development. Mr. Glaab will be responsible for developing political strategy and gaining footholds within toll agencies. He anticipates joining Momentex in 1999 (contract under negotiation).

Mr. Glaab has over 30 years of experience working in channel development and government affairs for the California Department of Transportation, Transportation Corridor Agencies (a California private toll road agency), the international toll road association (IBTTA), and Continental Airlines. During this time, he has successfully (1) launched the marketing program for the nations largest privately-funded public toll road, (2) spearheaded legislative efforts for critical toll industry legislation, and (3) managed negotiations for major CalTrans development projects. He holds a Bachelor of Arts degree in political science from California State University at Long Beach.

Advisors Network

The Company has sought and will continue to seek guidance in development and execution from a group of advisors experienced in starting companies. Momentex's network of advisors have expertise in toll road operations, intelligent transportation, engineering, entrepreneurship, and operations. Currently, Momentex is searching for a beverage industry veteran to advise on beverage-related issues.

Harry Hansen. Mr. Hansen advises on toll systems integration and intelligent transportation systems. He is the Manager of Systems Development and Integration for Lockheed Martin IMS and manages all California electronic toll collection projects for Lockheed. He has nearly 10 years of experience implementing Lockheed Martin technology into development projects and is one of the developers of their electronic toll collection system.

Ian MacMillan. Mr. MacMillan advises on entrepreneurial management matters. He is Executive Director of the Sol C. Snider Entrepreneurial Center and is a Professor of Entrepreneurial Studies at The Wharton School. In addition, he is the author of Corporate Venturing (Harvard Business School Press) and numerous articles on organizational politics, new ventures, and strategy formulation.

William Miller. Mr. Miller advises on driver-related and toll industry matters. He was formerly Executive Director of the Delaware River and Bay Authority and has been affiliated with the toll industry since 1957. Also, he was the 1971 President of the International Bridge, Tunnel, and Turnpike Association (IBTTA) and voted "l 994 Engineer of the Year" by the American Society of Highway Engineers,

Joseph Sussman. Mr. Sussman advises on "intelligent transportation" matters. He is a Professor of civil and environmental engineering at MIT and on the Board of Directors for Intelligent Transportation Systems of America.

Karl Ulrich. Mr. Ulrich advises on product development matters. He is an Associate Professor of operations and information management at The Wharton School. He is co-author of Product Design and Development (McGraw Hill) and has participated on development teams for products ranging from snack foods to surgical instruments,

John Woodruff. Mr. Woodruff advises on driver-related and toll industry matters. He was formerly Director of Engineering and Planning / Chief Engineer for the Delaware River Port Authority. He was also the 1987 President of IBTTA and currently serves on the IBTTA Past-Presidents Advisory Council.


Momentex LLC
Table of ContentsAppendices
1. Executive Summary
2. Company Overview
3. Service Description
4. Market & Strategy
5. Business Model
6. Management
7. Financials
8. Capitalization
9. Risk Factors
Market Research Survey
Hardware Integration
Software Integration
Internet Integration
Traffic Flow Analysis
Financial Assumptions
Income Statement
Balance Sheet
Cash Flow Statement
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