National Bank Büilding, Memorial Square,

PO Box 556, Chalestown, Nevis

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INTRODUCERS AGREEMENT

This agreement is made the 2008 between and

deVere & Partners.

Following an agreement in principle between the company and lntroducer this agreement is to
set out in more detail the terms and conditions that will govern that relationship. ln order to
avoid unnecessary confusion with regard to the protection of the confidentiality of information
and the lntroducers relationship with the Company, and in consideration of our respect¡ve
obligations to each other hereunder, it is agreed as follows:

CONFIDENTIAL INFORMAT¡ON

1. ln this agreement, "Confidential lnformation" means conf¡dentialoralorwritten information on

the lntroducers or the company's finances, intentions, procedures, customers and prospects
and any information provided by the Company to the introducer, or vice versa, including, but not
limited to, reports or information concerning the business, procedures or dealings, intellectual
property and methodology, data or other information relating to the affairs and/or business
practices of the Company and introducer.

2. The lntroducer and Company will hold at any time during this Agreement or for a period of 12
months after termination the Confidential lnformation in complete confidence as being strictly
private and confidential and will not use it for any purpose other than for the Arrangement in
accordance with paragraph 8 below, and entered into by the parties and will only disclose it to
those employees, directors, officers or partners in accordance with Clause 3 below.

3. The Company and the lntroducer will not at any time during this Agreement or for a period of
12 months after termination, disclose any confidential information to any other persons other
than to such as their own directors, officers, partners and professional advisors who are directly
concerned with the appraisal of the Arrangement and whose knowledge of such information is
essential for such purpose. Either party shall, on written demand from the other, supply the
other with a list of those persons (giving their names and positions held) who are likely to be
directly concerned with the Arrangement. Both parties shall ensure that each individual to whom
such disclosure is made is aware of the terms of this undertaking.

4. The lntroducers agree that no rights or licenses are granted to them in relation to the
confidential information of the Firm except as expressly provided hereunder.

5. The lntroducer agrees to:

5.1 return on demand to the company, any and all written documents entrusted to
hem under this agreement;
5.2 not to copy, reproduce or distribute in whole or ¡n part any such documents
 without the prior written consent of the company supplying the same;
5.3 on receipt of a written demand from the company to expunge all relevant
Confidential lnformation from any computer, word processor, or similar device into
which it was programmed by them on behalf of the company or its representatives; and
5.4 to destroy all notes analyses or memorandum containing the Confidential lnformation
prepared by the Company or their advisors or representatives on behalf of the company.

NON-POACHING
6. The Introducer agrees not to directly or indirectly on its behalf or on behalf of any person, firm
or business during the Agreement and for 12 months after termination of ¡t, not to solicit or
entice away from the company any clients referred to it by the Firm.

7. The lntroducer agrees that it shall not without the prior written consent of the company
directly or indirectly:
T.l solicit or canvass the custom of or othen¡vise deal with any clients of the company with a
view to obtaining business from that client whose details are supplied to the lntroducer by
the company as a consequence of the Arrangement;
7.2 endeavour to impair in any way the relationship between the company and any client
referred to the Company by the lntroducer;
7.3 seek employment from, or be employed by, enter into or attempt to enter into any
partnership w¡th, or offer any Arrangement whatsoever with any client of the company
referred to the lntroducer.

ARRANGEMENT
8.1 The lntroducer agrees to introduce and promote the services of the company to potential
clients known to him and to recommend any interested potential clients to the company
representative Mr. _. Further the lntroducer will try to assist as much as
possible during the sales process.
8.2 The introducer will not act as agent for the company and will have no liability or
responsibility for the products of the company.

FEE
9.1 Your services will be rewarded on a _ commission-only basis for new business written
and issued by the company that was introduced to the company as a direct result of the
introducer's efforts. ln case of renewals you will be rewarded 1% commission.
9.2 Any debt shown on your commission statement on termination of this contract by either
party becomes repayable by you to deVere and Partners on the date of termination. Should
business wr¡tten and paid out to you before termination of this contract by either party lapse
resulting in the claw back of commission then the claw back is repayable by you to deVere and
partners immediately upon receipt of notification being given to you by deVere and Partners.

INTELLECTUAL PROPERTY RIGHTS

10. The lntroducer agrees in participating in this arrangement with the company that:
10.1 upon termination for whatever reason of this Agreement in accordance with Clause
11 below, no goodwill shall remain with the lntroducer and it shall have no rights to and may
not use the name of the company, and may not hold themselves out as being or having
being associated with the company, whether in marketing or advertising material or at all;
the copyright or materials produced by the company and all materials published as a result
of this Agreement shall vest in the company; the lntroducer shall not do or cause to be done
anything which might undermine or prejudice the reputation and/or integrity of the company;
Use the name of the company in any marketing or advertising campaign by the lntroducer
and the depiction of the name on any stationery or outside any office is subject to approval
from the company and shall in any event be subject to review from time to time. The
company have the right to require that any such use cease immediately of in their sole view
it might undermine the reputation and/or integrity of the company's brand; For the
avoidance of any doubt, upon termination of this agreement, any and/or rights to use the
name of the company shall cease.

LIAB¡LITY
11. The liability of the Company to the lntroducer is limited so far as is permissible by law.
The company will have no liability whatsoever for the accuracy of any information supplied to
the lntroducer or for any consequential loss or otherwise to the lntroducer arising from their
involvement in, or their departure from, this Agreement.

TERMINATION & PARTICIPATION

12. The company or the lntroducer can at their absolute discretion w¡thout giving any reasons
terminate this agreement. This termination will be by notice of not less than months given
verbally (eg. Over the telephone or in person) or in writing (eg by fax or by letter).
a) Upon termination by either the company or the lntroducer, the lntroducer must return to
the company all the materials and any copies that they have relating to the Arrangement.
b) After termination, the Company and the lntroducer must cease immediately to make any
use of their respective names or any derivative or variation of it.

STATUS
13. No aspect of the Arrangement is in the nature of a legal partnership between the
Company and the lntroducer and neither the lntroducer nor the Company is to hold itself out as
being in legal partnership. Neither the lntroducer or the Company has any right or standing to
enter into any obligations or liability that binds either party or to make a statement that is said to
be on behalf of or attributable to the parties to this Agreement.

14. Restrictions contained in Clauses 1lo7 are considered by the parties to be reasonable in all
the circumstances. Each Clause and sub-clause contains an entirely separate and independent
restriction and the duration, extent and application of each of the restrictions are no greater than
is necessary for the protection of the interests of the parties.

'15. The parties acknowledge that damages may not be an adequate remedy for breach of it's
confidentiality undertakings and other obligations in this letter and accordingly both parties shall,
without prejudice to any other right or remedies they may have to be entitled without proof of
special damage to the remedies of injunction and other equitable remedies for any threatened
or actual breach of such undertakings.

16. The invalidity, illegality or unenforceability of any provision of this agreement shall not affect
the continuation in force of the remaining provisions of this letter.

ENTIRE AGREEMENT
17. The terms and conditions constitute the entire Agreement between the Introducer and
Company with respect to the Agreement and they expressly supersede and previous oral or
written representations or agreements relating to that Arrangement.

18. The terms of this Agreement and the obligations and undertakings under it shall be
governedbyandconstruedinaccordancewith-Law'

SIGNED BY SIGNED BY
deVere & Partners Mr.
Date: Date: