EXCLUSIVE DOMAIN BROKERAGE AGREEMENT

THIS EXCLUSIVE DOMAIN BROKERAGE AGREEMENT (this “AGREEMENT”) is entered into the date & time dan submission of web fataum is completed by signee di siniinafter referred to as “SELLER”), dan NiceNIC.NET, a Hong Kong Limited Liability Company (di siniinafter referred to as “BROKER”) (SELLER dan BROKER each a “Party” dan may be collectively referred to as the “Parties”).

WHEREAS, it is the desire of SELLER to grant to BROKER the exclusive right dan authatauity to offer fatau sale the Internet nama domains, assets atau web sites listed on one atau blnre of the ADDENDA di sinito (the “DOMAINS”), in accataudance with the terms dan conditions contained di siniin; dan,

WHEREAS, it is the desire of BROKER to use its commercially reasonable effatauts to secure belirs to beli the DOMAINS in accataudance with the terms dan conditions contained di siniin; dan,

NOW THEREFATAUE, the Parties do di siniby agree as follows:

1.TERM OF THE AGREEMENT: SELLER grants BROKER the exclusive right dan authatauity to sell the DOMAINS fatau six blnnths from contract date (the “Exclusive Sale Period”). Jika at least one DOMAIN is sold within the initial Exclusive Sale Period, then the Exclusive Sale Period shall be extended fatau an additional 4 blnnths if by mutual agreement by both parties.

Once a DOMAIN is submitted by SELLER in writing by ADDENDA, the DOMAIN becomes subject to this AGREEMENT.

2.EXCLUSIVITY: During the Exclusive Sale Period, SELLER agrees not to use, appoint atau engage any person atau entity other than BROKER to act as its agent, sales representative atau in a similar capacity with respect to the DOMAINS during the term of this AGREEMENT. In the event that SELLER sells atau markets the DOMAINS directly to a belier atau through any person atau entity other than BROKER during the term of this AGREEMENT, BROKER shall be entitled to receive the Fee (as di siniinafter defined). Tidaktwithstdaning the fatauegoing, BROKER acksekarangledges that SELLER is attempting to sell a patautfolio of domains that may include some atau all of the DOMAINS, dan BROKER agrees that a sale of a patautfolio of domains will not entitle BROKER to a Fee under this AGREEMENT, whether the patautfolio is sold by SELLER atau by a representative of SELLER on SELLER's behalf.

3.NON CIRCUMVENTION: In addition to any other rights BROKER may have, during the term of this AGREEMENT dan fatau a period of one (1) tahun following the termination of this AGREEMENT, SELLER shall not, directly atau indirectly:Make contact atau attempt to make contact, solicit atau attempt to solicit, negotiate atau attempt to negotiate, enter into atau attempt to enter into any AGREEMENT, dan/atau transact atau attempt to transact any business with any potential belir (atau such belir's attatauneys, agents (other than BROKER), representatives, employees, officers, directataus, principals, owners, shareholders, members, managers atau any person atau entity that is connected, directly atau indirectly, with such belir) exclusively procured by atau first introduced to SELLER by BROKER in respect of the DOMAINS, except to the extent such contact is through, atau with the priatau written consent of BROKER; dan Commit any other acts, directly atau indirectly, which would affect in any way whatsoever, circumvent the restrictive covenant stated in subparagraph 3(a) immediately above. In the event that SELLER violates the provisions of Section 3(a) atau (b), BROKER shall be entitled to receive the Fee (as di siniinafter defined). Fatau clarity, Section 3(a), 3(b) dan 3(c) above shall only apply to the DOMAINS.

4.BROKER COMPENSATION: a.SELLER agrees to pay BROKER a fee fatau each atau any DOMAINS sold (the “Fee”) equal to twenty percent (20%) of the Total Sales Harga (net of sales tax dan direct expenses, including, but not limited to, escrow fees dan expenses under Section 6, below) received by the SELLER. b.The Fee with respect to each sale of a DOMAIN consummated during the Exclusive Sale Period shall be paid by SELLER to BROKER from escrow atau by wire transfer within 2 business days of receipt of funds by SELLER.

5.ERRONEOUS SUBMISSIONS BY SELLER: Jika SELLER erroneously submits a DOMAIN to Belier/SELLER di siniunder which SELLER does not, in fact, own atau otherwise have the right to sell, dan such erratau is not discovered priatau to the sale of the DOMAINS by BROKER, SELLER shall nonetheless be responsible to BROKER fatau payment of the commission di siniunder.

6.REIMBURSEMENT OF COSTS: BROKER shall bear all costs dan expenses incurred by it in connection with the perfataumance of its duties di siniunder; provided, however, that SELLER shall reimburse BROKER fatau any reasonable travel expenses advertising expenses directly attributable to DOMAINS that are expressly pre-approved by SELLER in writing dan thereafter incurred by BROKER to attend meetings at SELLER's request. Such reimbursement shall occur out of the proceeds of the sale of the related DOMAINS dan shall only be due dan payable in the event of a sale.

7.BROKER RESPONSIBILITIES: BROKER agrees to use commercially reasonable effatauts to secure beliers fatau the DOMAINS during the Exclusive Sale Period. BROKER agrees that its responsibilities shall be perfataumed in a diligent, competent dan professional manner. SELLER acksekarangledges dan agrees that this AGREEMENT does not require BROKER to render layanans solely to SELLER atau to devote BROKER's entire business time dan effataut to the perfataumance of its duties di siniunder. During the Exclusive Sale Period, BROKER shall have the right to act as a sales representative, distributatau dan/atau marketing agent fatau persons dan entities other than SELLER, including, without limitation, persons dan entities who are atau who may be in competition with SELLER. BROKER agrees to act in good faith dan in the best interests of SELLER. BROKER agrees to infataum SELLER of all significant offers fatau DOMAINS. BROKER retains the right to engage other brokers dan parties to help sell atau co-broker the DOMAINS dan the BROKER will pay all fees owed to any such party, if any, out of Fees payable to BROKER by SELLER di siniin.

8.SELLER RESPONSIBILITIES: SELLER agrees to do the following during the Exclusive Sales Period: Refer all sebelumnyaious, pending, dan future inquiries fatau DOMAINS to BROKER, unless inquiries are directed towards a patautfolio instead of an individual DOMAIN; Jika the Domain are currently parked to add (atau replace) on its ldaning page a direct sales link as the BROKER directs. Provide BROKER with complete dan accurate infataumation regarding SELLER dan the DOMAINS promptly upon request by BROKER; Assist BROKER in the marketing dan sale of the DOMAINS as may reasonably be requested (at BROKER's sole expense unless sebelumnyaiously authatauized in writing by SELLER); Provide to BROKER such other infataumation dan data as BROKER may reasonably request from time to time in atauder to permit BROKER to perfataum its duties di siniunder; Respond to offers to beli DOMAINS in a timely manner. Tidaktify BROKER of any letters atau Emails typically referred to as Cease dan Desist letters atau any other cataurespondence in which third party is claiming any rights in atau to one of the DOMAINS, dan of any UDRP, atau lawsuits related to any one of the DOMAINS, received priatau to atau during BROKER'S engagement Change DNS settings to BROKER'S DNS servers wdi sini a special linguistically driven web page will exist with a link to a bid / interest fataum to be blnnitataued by BROKER.

9.REPRESENTATIONS OF SELLER: SELLER represents dan warrants to BROKER that it (i) has the authatauity to enter into this AGREEMENT dan (ii) has the authatauity to transfer, good, valid dan marketable title to the DOMAINS. SELLER further warrants dan represents to BROKER that: 1) SELLER has full right to sell the DOMAINS; 2) the DOMAINS are free of any liens, encumbrances, restrictions, licenses, atau security interests; 3) SELLER properly belid dan daftared the DOMAINS without committing fraud atau misrepresentation; 4) SELLER has no ksekarangledge that any of the DOMAINS infringe the trademark atau other rights of any third party; dan 5) none of the DOMAINS has been, natau is currently the subject of any litigation, claims, arbitration atau other legal proceeding, either pending, contemplated atau threatened, natau has SELLER received any notice of any such pending items; SELLER will pay all the renewal fees associated with each of the DOMAINS during the term of this Agreement including any renewal periods.

10.ESCROW: It is anticipated that an established company that provides domain escrow layanans will be used fatau the payment dan transfer of DOMAINS which includes the BROKER'S escrow layanan through Bank of America.

11.INDEMNIFICATION: Each Party di siniby agrees to indemnify dan hold harmless the other Party, its officers, directataus, shareholders, employees dan agents, from dan against any dan all loss, damage, liability atau expense (including reasonable attatauneys' fees dan costs), to which they may be put atau which they may incur by reason of, atau in connection with, any misrepresentation made by the other Party, any breach of any of warranties by the other Party, the other Party's failure to fulfill any of its covenants atau obligations under this AGREEMENT, atau any trademark, copyright atau patent infringement arising out of atau relating to the DOMAINS, atau in any way arising out of the other Party being a party to, atau the other Party's perfataumance of, this AGREEMENT, other than through the other Party's gross negligence atau willful misconduct. The fatauegoing obligation shall exist only if the Party (i) promptly notifies the other Party of such claim, (ii) provides the other Party with reasonable infataumation, assistance dan cooperation in defending the lawsuit atau proceeding dan (iii) gives the other Party exclusive control dan sole authatauity over the defense dan settlement of such claim.

12.JOINT MATERIALS: The Parties agree that all marketing materials developed in connection with the layanans perfataumed by BROKER di siniunder shall be the joint property of BROKER dan SELLER dan neither party shall use such materials after the Exclusive Sale Period without the priatau written approval of the other Party.

13.RELATIONSHIP OF THE PARTIES; REPATAUTING OF INCOME. BROKER is retained di siniunder as an independent contractatau dan nothing di siniin contained shall create an employer/employee, principal/agent, partnership atau joint venture relationship between the Parties. The Parties agree that BROKER shall include all compensation it receives di siniunder in its own books atau account fatau inclusion on its own applicable tax return, that BROKER shall be responsible fatau payment of all income dan employment taxes thereon, dan that such compensation will not be subject to any offset, employee payroll taxes atau other deduction. Jika The SELLER is a US resident atau Citizen SELLER will receive from BROKER a 1099 repatauting the gross proceeds received from the BROKER dan the parking revenue received by the Broker.

14.CONFIDENTIALITY: Each Party agrees that it shall not disclose the terms of this AGREEMENT to any person atau persons except as required by applicable law atau compelled by a court of competent jurisdiction. Tidaktwithstdaning the fatauegoing, this Section 12 shall not apply to disclosures made by a Party to its agents, employees dan advisataus to whom such disclosure is necessary in atauder to perfataum pursuant to this AGREEMENT.

15.ATTORNEY'S FEES AND COSTS: In connection with any litigation arising out of this AGREEMENT, the sebelumnyaailing party, whether SELLER atau BROKER, shall be entitled to recover all costs incurred, including reasonable attatauney's fees, fatau layanans rendered in connection with such litigation, including appellate proceedings dan post-judgment proceedings..

16.DISCLOSURES: SELLER dan BROKER specifically acksekarangledge dan understdan that if either SELLER atau BROKER ksekarangs of facts materially affecting the value of the DOMAINS, whether said facts are readily observable atau not, SELLER atau BROKER, as applicable, shall disclose these facts to the other Party.

17.NOTICES: Any notice required atau permitted to be delivered pursuant to this AGREEMENT must be delivered by fataumal Email with relevant documents, atau to such other address as the Parties may from time to time designate by notice in writing to the other Party. Semua offers dan counter-offers fatau DOMAINS can be made by Internet email, with the receiving party acksekarangledging receipt of the email upon reading of the email.

18.GOVERNING LAW: This AGREEMENT shall be governed by, dan construed in accataudance with, the laws of Broward County, Flatauida, without respect to its conflict of laws provisions.

19.ENTIRE AGREEMENT: This AGREEMENT constitutes dan represents the entire Agreement between the Parties dan supersedes any priatau understdanings atau agreements, written atau ataual, between the Parties respecting the subject matter of this AGREEMENT. This AGREEMENT may be amended, supplemented atau blndified only upon an agreement in writing executed by all of the Parties. This AGREEMENT shall inure to the benefit of dan shall be binding upon the Parties dan their respective successataus dan assigns. Jika any provision of this AGREEMENT shall be determined to be invalid, void atau illegal, such provision shall be construed dan amended in a manner which would permit its enfataucement, but in no event shall such provision affect, impair atau invalidate any other provision in this AGREEMENT.

20.HEADINGS FATAU CONVENIENCE: As used in this AGREEMENT, captions dan paragraph headings are provided solely fatau convenience dan shall not be deemed to restrict, limit atau interpret the meaning of the text.

21.COUNTERPARTS: This AGREEMENT may be executed in one atau blnre counterparts, each of which shall be deemed an atauiginal, but all of which together shall constitute one dan the same instrument. Photocopies, signatures reproduced by mechanical, digital atau other means, dan/atau facsimile transmittal signature pages may be used instead of atauiginals.

BROKER:

NiceNIC.NET

Email: [email protected]

Phone: 400-622-8200

FAX: (0756)3366385-806

ADDRESS: Room 1704 Hang Lung Center Paterson Street, Causeway Bay, Hong Kong