EXCLUSIVE DOMAIN BROKERAGE AGREEMENT

THIS EXCLUSIVE DOMAIN BROKERAGE AGREEMENT (this “AGREEMENT”) is entered into šis date & time un submission of web fvaim is completed by signee šeitinafter referred to as “SELLER”), un NiceNIC.NET, a Honkonga Limited Liability Company (šeitinafter referred to as “BROKER”) (SELLER un BROKER each a “Party” un may be collectively referred to as šis “Parties”).

WHEREAS, it is šis desire of SELLER to grant to BROKER šis exclusive right un authvaiity to offer fvai sale šis Internet domēna vārdās, assets vai web sites listed on one vai mēnre of šis ADDENDA šeitto (šis “DOMAINS”), in accvaidance with šis terms un conditions contained šeitin; un,

WHEREAS, it is šis desire of BROKER to use its commercially reasonable effvaits to secure iegādātiesrs to iegādāties šis DOMAINS in accvaidance with šis terms un conditions contained šeitin; un,

NOW THEREFVAIE, šis Parties do šeitby agree as follows:

1.TERM OF THE AGREEMENT: SELLER grants BROKER šis exclusive right un authvaiity to sell šis DOMAINS fvai six mēnnths from contract date (šis “Exclusive Sale Period”). Ja at least one DOMAIN is sold within šis initial Exclusive Sale Period, šisn šis Exclusive Sale Period shall be extended fvai an additional 4 mēnnths if by mutual agreement by both parties.

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

2.EXCLUSIVITY: During šis Exclusive Sale Period, SELLER agrees not to use, appoint vai engage any person vai entity ošisr than BROKER to act as its agent, sales representative vai in a similar capacity with respect to šis DOMAINS during šis term of this AGREEMENT. In šis event that SELLER sells vai markets šis DOMAINS directly to a iegādātoser vai through any person vai entity ošisr than BROKER during šis term of this AGREEMENT, BROKER shall be entitled to receive šis Fee (as šeitinafter defined). Nētwithstuning šis fvaiegoing, BROKER acktagadledges that SELLER is attempting to sell a pvaitfolio of domēnss that may include some vai all of šis DOMAINS, un BROKER agrees that a sale of a pvaitfolio of domēnss will not entitle BROKER to a Fee under this AGREEMENT, whešisr šis pvaitfolio is sold by SELLER vai by a representative of SELLER on SELLER's behalf.

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

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

5.ERRONEOUS SUBMISSIONS BY SELLER: Ja SELLER erroneously submits a DOMAIN to Pirkter/SELLER šeitunder which SELLER does not, in fact, own vai ošisrwise have šis right to sell, un such errvai is not discovered privai to šis sale of šis DOMAINS by BROKER, SELLER shall nonešisless be responsible to BROKER fvai payment of šis commission šeitunder.

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

7.BROKER RESPONSIBILITIES: BROKER agrees to use commercially reasonable effvaits to secure iegādātosers fvai šis DOMAINS during šis Exclusive Sale Period. BROKER agrees that its responsibilities shall be perfvaimed in a diligent, competent un professional manner. SELLER acktagadledges un agrees that this AGREEMENT does not require BROKER to render pakalpojumss solely to SELLER vai to devote BROKER's entire business time un effvait to šis perfvaimance of its duties šeitunder. During šis Exclusive Sale Period, BROKER shall have šis right to act as a sales representative, distributvai un/vai marketing agent fvai persons un entities ošisr than SELLER, including, without limitation, persons un entities who are vai who may be in competition with SELLER. BROKER agrees to act in good faith un in šis best interests of SELLER. BROKER agrees to infvaim SELLER of all significant offers fvai DOMAINS. BROKER retains šis right to engage ošisr brokers un parties to help sell vai co-broker šis DOMAINS un šis BROKER will pay all fees owed to any such party, if any, out of Fees payable to BROKER by SELLER šeitin.

8.SELLER RESPONSIBILITIES: SELLER agrees to do šis following during šis Exclusive Sales Period: Refer all Iepriekšējaisious, pending, un future inquiries fvai DOMAINS to BROKER, unless inquiries are directed towards a pvaitfolio instead of an individual DOMAIN; Ja šis Domēni are currently parked to add (vai replace) on its luning page a direct sales link as šis BROKER directs. Provide BROKER with complete un accurate infvaimation regarding SELLER un šis DOMAINS promptly upon request by BROKER; Assist BROKER in šis marketing un sale of šis DOMAINS as may reasonably be requested (at BROKER's sole expense unless Iepriekšējaisiously authvaiized in writing by SELLER); Provide to BROKER such ošisr infvaimation un data as BROKER may reasonably request from time to time in vaider to permit BROKER to perfvaim its duties šeitunder; Respond to offers to iegādāties DOMAINS in a timely manner. Nētify BROKER of any letters vai E-pastss typically referred to as Cease un Desist letters vai any ošisr cvairespondence in which third party is claiming any rights in vai to one of šis DOMAINS, un of any UDRP, vai lawsuits related to any one of šis DOMAINS, received privai to vai during BROKER'S engagement Change DNS settings to BROKER'S DNS servers wšeit a special linguistically driven web page will exist with a link to a bid / interest fvaim to be mēnnitvaied by BROKER.

9.REPRESENTATIONS OF SELLER: SELLER represents un warrants to BROKER that it (i) has šis authvaiity to enter into this AGREEMENT un (ii) has šis authvaiity to transfer, good, valid un marketable title to šis DOMAINS. SELLER furšisr warrants un represents to BROKER that: 1) SELLER has full right to sell šis DOMAINS; 2) šis DOMAINS are free of any liens, encumbrances, restrictions, licenses, vai security interests; 3) SELLER properly iegādātiesd un reģistrēted šis DOMAINS without committing fraud vai misrepresentation; 4) SELLER has no ktagadledge that any of šis DOMAINS infringe šis trademark vai ošisr rights of any third party; un 5) none of šis DOMAINS has been, nvai is currently šis subject of any litigation, claims, arbitsration vai ošisr legal proceeding, eišisr pending, contemplated vai threatened, nvai has SELLER received any notice of any such pending items; SELLER will pay all šis renewal fees associated with each of šis DOMAINS during šis term of this Agreement including any renewal periods.

10.ESCROW: It is anticipated that an established company that provides domēns escrow pakalpojumss will be used fvai šis payment un transfer of DOMAINS which includes šis BROKER'S escrow pakalpojums through Bank of America.

11.INDEMNIFICATION: Each Party šeitby agrees to indemnify un hold harmless šis ošisr Party, its officers, directvais, shareholders, employees un agents, from un against any un all loss, damage, liability vai expense (including reasonable attvaineys' fees un costs), to which šisy may be put vai which šisy may incur by reason of, vai in connection with, any misrepresentation made by šis ošisr Party, any breach of any of warranties by šis ošisr Party, šis ošisr Party's failure to fulfill any of its covenants vai obligations under this AGREEMENT, vai any trademark, copyright vai patent infringement arising out of vai relating to šis DOMAINS, vai in any way arising out of šis ošisr Party being a party to, vai šis ošisr Party's perfvaimance of, this AGREEMENT, ošisr than through šis ošisr Party's gross negligence vai willful misconduct. The fvaiegoing obligation shall exist only if šis Party (i) promptly notifies šis ošisr Party of such claim, (ii) provides šis ošisr Party with reasonable infvaimation, assistance un cooperation in defending šis lawsuit vai proceeding un (iii) gives šis ošisr Party exclusive control un sole authvaiity over šis defense un settlement of such claim.

12.JOINT MATERIALS: The Parties agree that all marketing materials developed in connection with šis pakalpojumss perfvaimed by BROKER šeitunder shall be šis joint property of BROKER un SELLER un neišisr party shall use such materials after šis Exclusive Sale Period without šis privai written approval of šis ošisr Party.

13.RELATIONSHIP OF THE PARTIES; REPVAITING OF INCOME. BROKER is retained šeitunder as an independent contractvai un nothing šeitin contained shall create an employer/employee, principal/agent, partnership vai joint venture relationship between šis Parties. The Parties agree that BROKER shall include all compensation it receives šeitunder in its own books vai account fvai inclusion on its own applicable tax return, that BROKER shall be responsible fvai payment of all income un employment taxes šisreon, un that such compensation will not be subject to any offset, employee payroll taxes vai ošisr deduction. Ja The SELLER is a US resident vai Citizen SELLER will receive from BROKER a 1099 repvaiting šis gross proceeds received from šis BROKER un šis parking revenue received by šis Broker.

14.CONFIDENTIALITY: Each Party agrees that it shall not disclose šis terms of this AGREEMENT to any person vai persons except as required by applicable law vai compelled by a court of competent jurisdiction. Nētwithstuning šis fvaiegoing, this Section 12 shall not apply to disclosures made by a Party to its agents, employees un advisvais to whom such disclosure is necessary in vaider to perfvaim pursuant to this AGREEMENT.

15.ATTORNEY'S FEES AND COperētājsistēmaTS: In connection with any litigation arising out of this AGREEMENT, šis Iepriekšējaisailing party, whešisr SELLER vai BROKER, shall be entitled to recover all costs incurred, including reasonable attvainey's fees, fvai pakalpojumss rendered in connection with such litigation, including appellate proceedings un post-judgment proceedings..

16.DISCLOperētājsistēmaURES: SELLER un BROKER specifically acktagadledge un understun that if eišisr SELLER vai BROKER ktagads of facts materially affecting šis value of šis DOMAINS, whešisr said facts are readily observable vai not, SELLER vai BROKER, as applicable, shall disclose šisse facts to šis ošisr Party.

17.NOTICES: Any notice required vai permitted to be delivered pursuant to this AGREEMENT must be delivered by fvaimal E-pasts with relevant documents, vai to such ošisr address as šis Parties may from time to time designate by notice in writing to šis ošisr Party. Visi offers un counter-offers fvai DOMAINS can be made by Internet email, with šis receiving party acktagadledging receipt of šis email upon reading of šis email.

18.GOVERNING LAW: This AGREEMENT shall be governed by, un construed in accvaidance with, šis laws of Broward County, Flvaiida, without respect to its conflict of laws provisions.

19.ENTIRE AGREEMENT: This AGREEMENT constitutes un represents šis entire Agreement between šis Parties un supersedes any privai understunings vai agreements, written vai vaial, between šis Parties respecting šis subject matter of this AGREEMENT. This AGREEMENT may be amended, supplemented vai mēndified only upon an agreement in writing executed by all of šis Parties. This AGREEMENT shall inure to šis benefit of un shall be binding upon šis Parties un šisir respective successvais un assigns. Ja any provision of this AGREEMENT shall be determined to be invalid, void vai illegal, such provision shall be construed un amended in a manner which would permit its enfvaicement, but in no event shall such provision affect, impair vai invalidate any ošisr provision in this AGREEMENT.

20.HEADINGS FVAI CONVENIENCE: As used in this AGREEMENT, captions un paragraph headings are provided solely fvai convenience un shall not be deemed to restrict, limit vai interpret šis meaning of šis text.

21.COUNTERPARTS: This AGREEMENT may be executed in one vai mēnre counterparts, each of which shall be deemed an vaiiginal, but all of which togešisr shall constitute one un šis same instrument. Photocopies, signatures reproduced by mechanical, digital vai ošisr means, un/vai facsimile transmittal signature pages may be used instead of vaiiginals.

BROKER:

NiceNIC.NET

E-pasts: [email protected]

Phone: 400-622-8200

FAX: (0756)3366385-806

ADDRESS: 1704. kabinets, Hang Lung centrs Paterson iela, Causeway Bay, Honkonga