Settlement Agreement Between Murdock Communications Corporation and Berthel Fisher & Company Financial Services, Inc.

Summary

Murdock Communications Corporation (MCC) and Berthel Fisher & Company Financial Services, Inc. (BFCFS) agree to settle all outstanding investment banking fees, success fees, office rental payments, expenses, and other amounts owed by MCC. The settlement includes issuing 750,000 shares of MCC common stock to BFCFS immediately before MCC's merger with Polar Molecular Corporation, plus up to $90,000 in cash from MCC loans related to the merger. If there is a cash shortfall, BFCFS will receive additional MCC shares at $1 per share. This agreement finalizes all such obligations as of the merger closing.

EX-10.26 18 dex1026.txt LETTER OF AGREEMENT BTW MURDOCK & BERTHEL FISCHER Exhibit 10.26 [Berthel Fisher & Company Letterhead] January 9, 2003 Mr. Gene Davis, CEO Murdock Communications Corporation Dear Gene: Pursuant to discussions in preparation of the filing of the S-4 for the merger of Murdock Communications Corporation ("MCC") and Polar Molecular Corporation ("Polar"), Berthel Fisher & Company Financial Services, Inc. ("BFCFS") has been requested to specify an amount for which BFCFS and Berthel Fisher & Company Management Corp. would settle all outstanding investment banking fees, success fees, office rental payments, expenses and other amounts due from MCC. Therefore, we make the following offer to settle all such amounts that may be outstanding as of the closing of the MCC/Polar merger or due in conjunction with the MCC/Polar merger. . 750,000 shares of MCC common stock, issuable immediately prior to the merger; - and - . Pursuant to our previous understanding, BFCFS is to receive up to $90,000 in cash for these fees, expenses, etc. from MCC loans from Polar with respect to funds raised in the Polar Additional Offering. With respect to this, BFCFS will take MCC common shares valued at $1/share for any cash shortfall related to this $90,000, issuable immediately prior to the merger. Gene, the current accrual of fees, expenses, etc. on MCC's books are roughly $510,000 + with, obviously, additions being accrued each month. We believe this would be the best way to handle for both parties. If this is agreeable to MCC, please acknowledge below and return a copy of this letter to my attention. If you have any questions, please contact me. Sincerely, /s/ Ronald O. Brendengen Ronald O. Brendengen Chief Financial Officer cc: Wayne Wright Nancy Davis Acknowledged and agreed this 23 day of January, 2003 MURDOCK COMMUNICATIONS CORPORATION BY: /s/ Gene Davis ------------------------- Gene Davis, CEO