James R. Palmer and Linda D. Palmer - Page 10




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                    could perform the necessary audits upon submittal.                
                    Olin would then hold the payment until called for                 
                    by me.                                                            
               3.   In addition, Olin would pay me the equivalent of                  
                    5% annual simple interest on the deferred payments                
                    of item 2 above.                                                  
               As required by paragraph 6 of the Marion plant/Palmer                  
          consulting agreement, for each month from the inception of the              
          Marion plant/Palmer consulting agreement through June 1995,2 Mr.            
          Palmer submitted to Mr. Harris at the Marion plant a monthly                
          invoice for his fees and expenses with respect to the services              
          that he performed under that agreement for the monthly period               
          covered by the invoice, including the $1,700 Loomis residence               
          monthly payment, as follows:                                                

















               2Although, as discussed below, the invoice submitted by Mr.            
          Palmer to Olin Ordnance for June 1995 covered the period June 5             
          through July 2, 1995, that invoice did not reflect any fees or              
          expenses incurred after June 30, 1995, the date on which the                
          Marion plant/Palmer consulting agreement was to terminate.                  





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