Independent Sales Associate Contractor Agreement This Independent Sales Associate Contractor Agreement (Agreement) is entered into this

____ day of ______________, 20__, by and between TWM Direct Mail, LLC DBA Money Mailer of Henderson a franchisee of “Money Mailer, LLC (Corporation) 12131 Western Avenue Garden Grove, CA 92841, and _________________________________________, an Independent Sales Associate Contractor (Contractor), in consideration of the mutual promises made herein, as follows:

I. Terms of Agreement This Agreement will become effective on the ______ day of _______________, 20__, and will continue in effect for 90 days hence. At that time parties will meet to determine if agreement will be extended an additional 90 days. After which time, if the parties mutually agree, this contract will renew for 6 months. 2nd 90-day renewal date: ___________________________________________________ 6 month renewal date: _____________________________________________________ Services to be Rendered by Contractor Contractor agrees to sell directly or by phone advertising to be placed in the Money Mailer Envelopes or solo postcards. Contractor further agrees that all expenses incurred by Contractor, in furtherance of this Agreement, shall be borne by the Contractor alone. The Contractor agrees to indemnify TWM Direct Mail, LLC. for any expenses or costs incurred by the TWM Direct Mail, LLC, including attorney’s fees, relating to any act of negligence, claim, or misconduct of the Contractor. Method of Performing Services Contractor can determine the methods, details, and means of performing sales and client and account services. TWM Direct Mail, LLC. can assist in imparting methods found to be successful in these endeavors. TWM Direct Mail, LLC may provide sales leads from time to time. The Contractor agrees to provide feedback to the TWM Direct Mail, LLC regarding those sales leads and other prospects Contractor has contacted in a timely manner.

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Compensation In consideration for the services to be performed by Contractor, TWM Direct Mail, LLC agrees to pay Contractor based on the attached commission schedule (Money Mailer of Henderson Sales Commission Schedule). Contractor will be paid commission upon receipt of monies from TWM Direct Mail, LLC’s clients generated by Contractor. Contractors are qualified for commissions only as long as this agreement is in effect. Corporation will report all of Contractor’s income via IRS form 1099. Tools and Instruments Contractor will supply all tools, equipment, and supplies required to perform the services under this Agreement. TWM Direct Mail, LLC can supply sales binders, inserts and business cards consistent and required by Money Mailer, LLC. of which Corporation is a franchisee. Contractor acknowledges that: (1) Money Mailer’s products and services are highly specialized items; (2) the identity and particular needs of Money Mailer and Company’s customers are not generally known in the direct mail advertising industry; (3) Money Mailer and Company, have a proprietary interest in the identity of their customers and customer lists; (4) Money Mailer has a large amount of time, money and effort invested in the trademarks, logotypes, franchised system and goodwill of “Money Mailer”; and (5) documents and information regarding the “Money Mailer” methods of advertising sales, franchising, production, pricing, costs and specialized solicitation and servicing of customers are highly confidential and constitute trade secrets. Corporation will provide a “Do Not Call List”, which will be revised on a regular basis to Contractor. Workers’ Compensation Contractor agrees to provide workers' compensation insurance for the Contractor and agrees to hold harmless and indemnify Corporation for any and all claims arising out of any injury, disability, or death of the Contractor.

Obligations of Corporation TWM Direct Mail, LLC. agrees to meet the terms of all reasonable requests of Contractor necessary to the performance of Contractor's duties under this Agreement.

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Assignment Neither this Agreement nor any duties or obligations under this Agreement may be assigned by TWM Direct Mail, LLC or Contractor without the prior written consent of Contractor and TWM Direct Mail, LLC. Termination of Agreement. Notwithstanding any other provisions of this Agreement, either party hereto may terminate this Agreement at any time by giving written notice to the other party. Covenant Not to Compete The Contractor agrees that it will be exposed to confidential sales materials, lists of customers, forms, and sales techniques that, if disclosed, would cause irreparable harm and damages to TWM Direct Mail, LLC and Money Mailer, LLC. During the term of this agreement, Contractor had access to and became familiar with various trade secrets and confidential information of Money Mailer and Company, including but not limited to the documents and information essential in performing sales, and client and account services. The Contractor further agrees not to enter into any competitive business relationships directly or indirectly as an owner, agent, or independent contractor in Clark County, Nevada for the period of one year after termination of this Agreement.

II. General Provisions Notices Any notices to be given hereunder by either party to the other may be affected either by personal delivery or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in the introductory paragraph of this Agreement, but each party may change that address by written notice in accordance with this paragraph. Notices delivered personally shall be deemed communicated as of the date of actual receipt; mailed notices shall be deemed communicated as of three (3) days after the date of mailing.

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Entire Agreement This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the performance of services by Contractor for TWM Direct Mail, LLC, and contains all of the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any of the parties, which are not embodied herein, and that no other agreement, statement, or promise not contained in this Agreement shall be valid or binding. Any modification of this Agreement will be effective only if it is in writing signed by the party to be charged. Partial Invalidity If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada.

TWM Direct Mail, LLC. DBA Money Mailer of Henderson,

By _____________________________________

Date: ___________________

Independent Sales Associate,

By

Date:

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Money Mailer of Henderson Sales Commission Schedule
Base Commission Rate: (4 or 8-Mailing Agreement signed*)
Zone Charge (Postage) – Printing – Art – Cross Sale = Margin divided by 2 = Commission (50% of Gross Profit Margin)

Other Commissions/Bonuses:
• $50 for each new client above 5 new clients* in a given mailing cycle • $5 per zone sold for all zones in excess of 50 zones sold • $10 per zone sold for all zones in excess of 100 zones sold

Postcard or Print Only Sales:
The same calculation as Base Rate, but 50% GPM. Reason: There is often an inordinate amount of administrative work to complete Solo or Print Only orders.

When Paid:
Commissions effective end of week when money is collected. Paid by following Wednesday.

Charge-backs, Bad Checks or Credits back to client:
• If a client check bounces, or a credit card charge be reversed, commissions paid will be deducted from future commissions due. • If bad sales communication results in a client requesting an ad credit or refund, then the sales commission plus printing & art costs will be reversed from future commissions due. This means when an ad that is incorrectly printed & mailed has to be credited as a result of an error on the part of the sales person, the cost will be born by the sales person. This is a case-by-case basis policy.

Other Situations:
If anything has been ‘missed’ on this sheet, we will talk it out & be fair about the concern.

Agreement:
___________________________ ___________ Independent Contractor Date ___________________________ Money Mailer owner

This Commission structure subject to annual renegotiation 1 year from agreement date.

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