ARTIST MANAGEMENT AND DEVELOPMENT

AGREEMENT

This agreement (“Agreement”) is between Greg Kitzmiller and Jeffrey Powell

(“Manager”) and Zackary Smith, Mark Lamb, and Jacob Lamb of musical
performing group “The Saints of Heart Break” (“Artist”) under the following terms:

1. TERMS AND OPTIONS:

Manager is hereby engaged as the exclusive personal manager and advisor to
Artist for three (2) years (hereinafter the "Initial Term") from the effective date of
this Agreement. Both Artist and Management will have the option to extend the
Initial Term upon the same terms and conditions of the Initial Term for one (1)
year “Options”. Each “Option” period shall be exercised automatically, unless
Manager gives written notice to Artist, or Artist gives written notice to Manger,
within thirty (30) days prior to the date that the Initial Term or Option period
would otherwise expire, that Manager or Artist does not intend on extending this
Agreement.

2. SERVICES:

(A) Manager agrees during the Term of this Agreement to advise, counsel and
assist Artist in connection with all matters relating to Artist's career in all
branches of the music industry, including, without limitation the following:

I. in decisions concerning Artist's professional activities and career in the

entertainment, amusement, music, and recording fields;

II. with respect to the adoption of the proper format for presentation of
Artist's talents and in the determination of proper style, mood and setting
in keeping with Artist's talents and best interest;

III. with respect to general practices in the entertainment, amusement, music,

and recording fields, and with respect to compensation and terms of
contracts related thereto.

IV. with respect to matters pertaining to publicity, promotion, public relations

and advertising.

V. with respect to matters pertaining to such matters as Manager may have

knowledge concerning compensation and privileges extended for similar
artistic values such as songwriting, merchandise, endorsements, etc.

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 VI. with respect to agreements, documents and contracts for Artist's services,
talents, and musical materials.

VII. with respect to the selection, supervision and coordination of those

persons, firms and corporations who may counsel, advise, procure
employment, or otherwise render services to or on behalf of Artist, such
as accountants, attorneys, business managers, publicists and talent
agents.

(B) Manager shall be required only to render reasonable services, which are
called for by this Agreement as and when reasonably requested by Artist.
Manager shall not be required to travel or meet with Artist at any particular place
or places, except at Manager's discretion and following arrangements for cost
and expenses of such travel, are mutually agreed upon by Artist and Manager.

It is understood by the Artists that; the Manager is not a professional booking

agency, nor a Recording Label. The manager’s sole obligation as set in this
agreement is to offer counsel to the Artist’s to select suitable companies or
agencies to render services and counsel artist on the furtherance of Artist’s
career. The manager is not liable for any decisions or actions the Artist
undertakes.

3. ADDITIONAL DEVELOPMENT SERVICES:

(A) In order to further the Artist’s career, the manager agrees to provide the
Artist the following:

I. To assist in the production, recording, and mastering of no less than 12

Musical performances (songs) by the Artist within the Initial term.

{The time and schedule of any recordings of the Artist’s songs or musical
materials are to be mutually agreed upon by the Artist and Manager once
the musical materials are determined to be congruent with “industry
standards” as defined as: musical material or songs that are congruent
within a defined segment of the music industry’s market place (Alternative
Rock, Indie Rock, EDM etc) and will further the career of the Artist.}

II. Provide one (1) professionally rendered website that showcases the
Artist.

III. Provide a video short of the Artist to market and promote the Artist.

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 IV. Provide Edited Photography and Graphic Designs to market and promote
the Artist during the Term.

V. Provide the Artist

4. EXPENSES:

(A) Artist agrees to reimburse Manager currently for any and all reasonable
expenses, which Manager may incur on Artist's behalf or on Artist's account.
However, Manager may not incur any single expense without Artist’s prior
approval. Manager and Artist may by mutual agreement, agree to provide
Manager with a retainer against costs to be kept in a trust fund for Artist which
expense incurred on behalf of Artist will be reimbursed to Manager.

(B) Reimbursement of expenses as aforesaid shall be due within thirty (30) days
after receipt by Artist of itemized statements setting forth the nature and amount
of each such expense. During the term of this agreement and for a period of two
(2) years thereafter, Manager shall keep and maintain reasonable
documentation of each and every expense for which Manager request
reimbursement by Artist and all such documents shall be provided to Artist or
Artist's designee for examination within 30 days of the incurred expense.

5. COMPENSATION:

(A) Since the nature and extent of the success or failure of Artist's career cannot
be predetermined, it is Artist's desire that Artist's compensation be determined in
such manner as will permit Manager to accept the risk of failure and likewise to
benefit to the extent of Artist's success. As compensation for Manager’s
services, as hereinabove described, Artist agrees to pay Manager 20 percent
(20 %) on all revenues generated by the artist in the music, film, and
entertainment industries, which include, but are not limited to:

I. Gross monies received by Artist during the term of this Agreement on any
and all signing advances or bonuses or excess recording funds derived
from recording agreements;

II. Gross monies during the term of this Agreement and after its termination,
that are derived from the sale of all Audio Products derived from the
Master Recordings of the Artist (the “Masters”), which are recorded during
the Term of this agreement.

{"Audio Products" meaning: all forms of sound reproductions whether now

known or unknown, on or by which sound may be recorded for later
transmission to listeners, embodying sound, including, without limitation,

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 audiovisual recordings, computer files, digital formats and other
configurations that may be sold or delivered to a consumer by any
physical delivery method or by Electronic Transmissions.}

III. Gross monies on all publishing and songwriter performance royalties

derived from Artist's performance rights society written during the term of
this agreement.

IV. Net monies on all merchandise that Artist may sell directly or authorize
someone to produce and sell during the term of this Agreement.

{Both Manager and Artists agree that; no commissions or splits will be

issued on merchandise sales until the party or parties that funded the
purchase of the merchandise recoup all reasonable costs associated with
that purchase. In the event both Artist and Manager jointly purchase
Merchandise, then recoupment of costs is based on the ratio of
investment prior to commissions.}

V. Gross monies on any and all live performances or appearances less

those deductions for "sound and lights" as set forth in this Agreement; and

VI. Gross monies on any and all other considerations which Artist may earn
during the term hereof as a result of Artist's activities in and throughout
the entertainment, amusement, music, recording, publishing and literary
fields not specifically listed herein that may be derived or created in the
future.

{The term "entertainment, amusement, music, recording, publishing and

literary fields" shall include any and all branches of such fields now
existing or hereafter developed, conceived, including, but without limiting
the generality of the foregoing, the following: motion pictures, free and
pay television, television or radio commercials, home video, literary
endeavors, theatrical engagements, legitimate stage, personal
appearances, concerts, public appearances in places of amusement and
entertainment, Audio Products and recordings, publishing, publications,
radio, and the use of Artist's name, likeness and/or talent for purposes of
merchandising, commercial exploitation, advertising and/or trade or any
income derived from Artist's trademark.}

(B) Manager is hereby authorized to receive, on Artist's behalf, all "gross

monies" and to deposit all such funds into a separate trust account in a bank or
savings and loan association. Manager shall have the right to withdraw from
such account, upon prior notice to Artist of doing so, all expenses and
commissions to which Manager is entitled hereunder and shall remit the balance

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to Artist or as Artist or as Artist shall direct. The Artist is also authorized to
receive gross monies and to deposit such funds into their business account less
money owed to manager.

(C) Manager's percentage share shall extend to all gross monies, excluding
reasonable attorney’s fees, which Artist may receive from all judgments, awards,
settlements, payments, damages, and proceeds relating to any suits, claims,
actions and proceedings arising from Artist's alleged breach of nonperformance
by others of any such engagements, contracts, and agreement referred to
above. The term "gross monies" as listed herein shall include, without
limitation, salaries, earnings, fees, royalties, gifts, bonuses, share of profit and
other participations, shares of stock, partnership interests, percentages, music
related income, earned or received directly or indirectly by Artist or Artist's heirs,
executors, administrators or assigns, or by any other person, firm or corporation
on Artist's behalf. The term "net monies" shall mean gross monies or other
considerations less all-reasonable expenses incurred or expended in respect to
such employment, agreement, production, or commissionable income.

(D) Not-withstanding the foregoing, with respect to Artist's personal

appearances, there shall, for purposes of computing commissions hereunder, be
deducted from "gross monies” or other considerations earned by Artist in respect
thereof, when applicable, the amount, if any, which shall be payable by Artist or
on Artist's behalf in respect of so-called "sound and lights" for such
engagements. In addition, the term "gross monies or other considerations" shall
specifically not include actual recording costs (Audio Products and videos), paid
by Artist or on Artist's behalf, monies payable to Artist by any entity which such
monies are contractually required to be paid to another record company (i.e.,
and "override"), payments used for tour support (documentation as tour
expenses incurred shall be available upon reasonable request) and bona fide
loans. Further, Manager percentage share shall not extend to individual activities
which are not related to Artist such as individual studio performances, live
performances in other bands which we may be associated with or individual
songwriting activities unless we request your administration or management of
such activities. Such request shall be in writing from Artist to Manager.

5. INDEPENDENT ACTIVITIES:
Manager's services hereunder are not exclusive. Manager shall at all times be
free to perform the same or similar services for others, as well as to engage in
any and all other business activities. Manager agrees not to engage in illegal
activities that would harm the career and reputation of the artists.

6. EXCLUSIVITY:

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Artist agrees not to employ during the term hereof any other person, companies,
or entity to act for Artist in the capacity in which Artist has engaged Manager.
This paragraph shall not restrict the Artist from employing or engaging
professional personnel or agencies unrelated to personal management. As
outlined in 3 LIMITEDS SERVICES (A); Artist may engage professional Booking
Agencies, professional Recording Labels and Distribution services under the
aforementioned terms, as well as personal Attorneys, Business Accountants,
and Consultants etc at the Artist own independent discretion and sole risk.

7. CONSULTATION:
Artist shall refer to Manager all verbal or written leads, communications, or
requests for the rendition of Artist's services. Artist shall make reasonable efforts
to consult with Manager concerning each and every engagement, performance,
booking or contract offered to Artist and Artist shall also consult with Manager
regarding each engagement, performance, booking or contract that Artist
accepts.

8. AUTHORITY:
The Artist understands the Manager has vested and financial interests in
protecting and furthering the professional career and interests of the Artist, and
as such grants the Manager the right to refuse any professional or employment
offers made to the Artist. In the event of a disagreement between the Manager
and Artist on any offered enragements of employment – the Artist shall have the
right to accept or deny any such offers, in lieu of Managers counsel.

The Manager may, on Artist's behalf, do the following:

(A) approve and permit any and all publicity and advertising;

(B) approve and permit the use of Artist's name, photograph, likeness, voice,
sound effect, caricature, literary, artistic and musical materials for purposes of
advertising and publicity and in the promotion and advertising of any and all
products and services;

(C) execute for Artist on Artist's behalf any and all agreements, documents, and
contracts for Artist's services, talents and/or artistic, literary and musical
materials, provided Artist are unavailable to do the same on Artist's behalf, Artist
has been apprised of the material terms thereof and Artist has granted Manager
the authority to execute such agreements in each specific instance; however,
Artist shall execute all major contracts in the areas of recording, distribution,
publishing and merchandising except that in the case of agreements licensing or
exploiting Masters and Audio Products created under Paragraph 4 (A) (ii) for
which Manager shall have exclusive administrative and decision making rights.

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(D) collect and receive sums as well as endorse Artist's name to all checks
payable to Artist for Artist's services and deposit these checks in Artist's bank
accounts.

9. FURTHERANCE OF CAREER:
Artist will not enter into any agreement or commitment that shall in any manner
interfere with Manager carrying out the terms and conditions of this Agreement.

10. KEY MAN:

In order to avoid disparity of interests and/or confusion, Artist will appoint a Key
Man to communicate the interests of the Artist to the Manager. The Artist's Key
Man at the time of this Agreement is Anthony Campbell. In the event Manager’s
Key Man leaves Managers Company, then a new Key Man from Manager's
company shall be decided by mutual agreement of the parties.

12. JURISDICTION:
This agreement shall be construed in accordance with the laws of the State of
Kentucky governing contracts wholly executed and performed therein, and shall
be binding upon and inure to the benefit of the parties' respective heirs,
executors, administrators, and successors. In the event of any dispute under of
relating to the terms of this Agreement, or the breach, validity or legality thereof,
it is agreed that the same by adjudicated in the State of Kentucky and the laws of
Kentucky shall apply. In the event of litigation or arbitration, the jurisdiction shall
be Laurel County, Kentucky and the prevailing party shall be entitled to recover
any and all attorney's fees and other costs incurred in the enforcement of the
terms of this Agreement, or for the breach thereof.

13. TERMINATION

(A) The Artist or Manager shall be entitled to terminate this agreement upon
the breach of any obligations and duties as outlined in the previous
sections of this Agreement. However, registered mail carrier or courier
must deliver a written notice of intent, and an allowance of 30 days from
the date of delivery to remedy any breach must take place before the
termination of this Agreement is in affect. Termination of this "Personal
Management Agreement" between the Artist and The Managers does not
absolve or end the terms outlined in the Compensation section, or
absolve and end any monies or assets owed to either the Artist or the
Manager. Termination of this Agreement does not absolve or end any
debts accrued during the term of this Agreement by the Artist and
Manager that were enacted to support the Terms contained herein.

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(B) The Artist shall be entitled to terminate this agreement immediately upon
bankruptcy or insolvency of either of the Managers, or in the event of
dispute between Managers (Jason Hoskins, Greg Kitzmiller, and Jeffrey
Powell).

(C) In the event of any default by the Artist of the Artist's commitments,
obligations and duties hereunder, the Manager's obligations (but not the
Manager's right to compensation) shall be suspended for the duration of
any such default. In the event that the Manager fails to fulfill any of the
commitments, obligations or duties contained within this agreement,
without good or unavoidable reason or excuse, (as determined by
unbiased 3rd party arbitration) then Artist shall have the right, upon thirty
days (30) written notice to Manager at any time prior to the expiration of
the term or any renewal, to terminate this agreement.

13. MISCELLANEOUS:

(A) This Agreement constitutes the entire agreement between Artist and
Manager relating to the subject matter hereof. This Agreement may not be
changed or modified, or any provision waived, except by an agreement in
writing, signed by the party against whom enforcement of the change,
modification or waiver is sought.

(B) This Agreement shall not be constructed as creating a business partnership

between Artist and Manager’s existing business or business’s. It is specifically
understood that Manager is acting hereunder as an independent contractor for
the benefit of the Artist and is entitled to the compensations contained within this
Agreement (contract) for the durations described in 1. TERMS AND OPTIONS.

(D) Artist represents and warrants that Artist has been advised of Artist's right to
seek legal counsel of Artist's own choosing in connection with the negotiation
and execution of this contract and any other contracts which may be
consummated by Artist during the term hereof either with Manager or with third
parties.

(E) Each member of “Artist” represents and warrants that he or she is over the
age of eighteen (18) years of age and each member of Artist is wholly free to
enter into this contract and to grant the rights herein granted to Manager, and
that Artist is not a party to any agreements, and that Artist do not have any
obligations, which conflict with any of the provisions hereof.

(F) All notices to Manager hereunder and payments to Manager hereunder shall
be sent to Manager's address written below. All notices to Artist shall be sent to
the address written below.

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(H) This Agreement shall be deemed between Manager, on the one hand, and
Artist, individually, and collectively, and each of the undersigned shall be jointly
and severally liable for the performance of each and all of Artist's separate and
collective obligations hereunder. All provisions hereof shall apply to each of the
undersigned, individually and collectively, as if each of the undersigned had
executed separate contracts with Manager, and regardless of the name or
names under which any or all of the undersigned may perform. If this
Agreement is terminated for any reason whatsoever as to any of the
undersigned, it is agreed that this Agreement shall remain in full force and effect
as to each of the undersigned with whom this Agreement is not terminated. In
the event any members of Artist change or are added, the remaining members
shall require such new member to execute a copy of this Agreement

The effective date of this Agreement shall be the _____ day of

_____________________, ____________.

Manager:

By: __________________________________

Address: ___________________________
___________________________
___________________________

Artist:

____________________________

____________________________
Printed Name:

SSN: ________________________

Address: ___________________________
___________________________
___________________________