EXCLUSIVE DOMAIN BROKERAGE AGREEMENT

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

WHEREAS, it is the desire of SELLER to grant to BROKER the exclusive right ve authveyaity to offer fveya sale the Internet alan adıs, assets veya web sites listed on one veya ayre of the ADDENDA burayato (the “DOMAINS”), in accveyadance with the terms ve conditions contained burayain; ve,

WHEREAS, it is the desire of BROKER to use its commercially reasonable effveyats to secure satın alrs to satın al the DOMAINS in accveyadance with the terms ve conditions contained burayain; ve,

NOW THEREFVEYAE, the Parties do burayaby agree as follows:

1.TERM OF THE AGREEMENT: SELLER grants BROKER the exclusive right ve authveyaity to sell the DOMAINS fveya six aynths from contract date (the “Exclusive Sale Period”). Eğer at least one DOMAIN is sold within the initial Exclusive Sale Period, then the Exclusive Sale Period shall be extended fveya an additional 4 aynths 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 veya engage any person veya entity other than BROKER to act as its agent, sales representative veya in a similar capacity with respect to the DOMAINS during the term of this AGREEMENT. In the event that SELLER sells veya markets the DOMAINS directly to a satın aler veya through any person veya entity other than BROKER during the term of this AGREEMENT, BROKER shall be entitled to receive the Fee (as burayainafter defined). Hayırtwithstveing the fveyaegoing, BROKER ackşimdiledges that SELLER is attempting to sell a pveyatfolio of domains that may include some veya all of the DOMAINS, ve BROKER agrees that a sale of a pveyatfolio of domains will not entitle BROKER to a Fee under this AGREEMENT, whether the pveyatfolio is sold by SELLER veya 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 ve fveya a period of one (1) yıl following the termination of this AGREEMENT, SELLER shall not, directly veya indirectly:Make contact veya attempt to make contact, solicit veya attempt to solicit, negotiate veya attempt to negotiate, enter into veya attempt to enter into any AGREEMENT, ve/veya transact veya attempt to transact any business with any potential satın alr (veya such satın alr's attveyaneys, agents (other than BROKER), representatives, employees, officers, directveyas, principals, owners, shareholders, members, managers veya any person veya entity that is connected, directly veya indirectly, with such satın alr) exclusively procured by veya first introduced to SELLER by BROKER in respect of the DOMAINS, except to the extent such contact is through, veya with the priveya written consent of BROKER; ve Commit any other acts, directly veya 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) veya (b), BROKER shall be entitled to receive the Fee (as burayainafter defined). Fveya clarity, Section 3(a), 3(b) ve 3(c) above shall only apply to the DOMAINS.

4.BROKER COMPENSATION: a.SELLER agrees to pay BROKER a fee fveya each veya any DOMAINS sold (the “Fee”) equal to twenty percent (20%) of the Toplam Sales Fiyat (net of sales tax ve direct expenses, including, but not limited to, escrow fees ve 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 veya by wire transfer within 2 business days of receipt of funds by SELLER.

5.ERRONEOUS SUBMISSIONS BY SELLER: Eğer SELLER erroneously submits a DOMAIN to Satın Aler/SELLER burayaunder which SELLER does not, in fact, own veya otherwise have the right to sell, ve such errveya is not discovered priveya to the sale of the DOMAINS by BROKER, SELLER shall nonetheless be responsible to BROKER fveya payment of the commission burayaunder.

6.REIMBURSEMENT OF Cİşletim SistemiTS: BROKER shall bear all costs ve expenses incurred by it in connection with the perfveyamance of its duties burayaunder; provided, however, that SELLER shall reimburse BROKER fveya any reasonable travel expenses advertising expenses directly attributable to DOMAINS that are expressly pre-approved by SELLER in writing ve 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 ve shall only be due ve payable in the event of a sale.

7.BROKER RESPONSIBILITIES: BROKER agrees to use commercially reasonable effveyats to secure satın alers fveya the DOMAINS during the Exclusive Sale Period. BROKER agrees that its responsibilities shall be perfveyamed in a diligent, competent ve professional manner. SELLER ackşimdiledges ve agrees that this AGREEMENT does not require BROKER to render hizmets solely to SELLER veya to devote BROKER's entire business time ve effveyat to the perfveyamance of its duties burayaunder. During the Exclusive Sale Period, BROKER shall have the right to act as a sales representative, distributveya ve/veya marketing agent fveya persons ve entities other than SELLER, including, without limitation, persons ve entities who are veya who may be in competition with SELLER. BROKER agrees to act in good faith ve in the best interests of SELLER. BROKER agrees to infveyam SELLER of all significant offers fveya DOMAINS. BROKER retains the right to engage other brokers ve parties to help sell veya co-broker the DOMAINS ve the BROKER will pay all fees owed to any such party, if any, out of Fees payable to BROKER by SELLER burayain.

8.SELLER RESPONSIBILITIES: SELLER agrees to do the following during the Exclusive Sales Period: Refer all öncekiious, pending, ve future inquiries fveya DOMAINS to BROKER, unless inquiries are directed towards a pveyatfolio instead of an individual DOMAIN; Eğer the Alan Adları are currently parked to add (veya replace) on its lveing page a direct sales link as the BROKER directs. Provide BROKER with complete ve accurate infveyamation regarding SELLER ve the DOMAINS promptly upon request by BROKER; Assist BROKER in the marketing ve sale of the DOMAINS as may reasonably be requested (at BROKER's sole expense unless öncekiiously authveyaized in writing by SELLER); Provide to BROKER such other infveyamation ve data as BROKER may reasonably request from time to time in veyader to permit BROKER to perfveyam its duties burayaunder; Respond to offers to satın al DOMAINS in a timely manner. Hayırtify BROKER of any letters veya E-postas typically referred to as Cease ve Desist letters veya any other cveyarespondence in which third party is claiming any rights in veya to one of the DOMAINS, ve of any UDRP, veya lawsuits related to any one of the DOMAINS, received priveya to veya during BROKER'S engagement Change DNS settings to BROKER'S DNS servers wburaya a special linguistically driven web page will exist with a link to a bid / interest fveyam to be aynitveyaed by BROKER.

9.REPRESENTATIONS OF SELLER: SELLER represents ve warrants to BROKER that it (i) has the authveyaity to enter into this AGREEMENT ve (ii) has the authveyaity to transfer, good, valid ve marketable title to the DOMAINS. SELLER further warrants ve represents to BROKER that: 1) SELLER has full right to sell the DOMAINS; 2) the DOMAINS are free of any liens, encumbrances, restrictions, licenses, veya security interests; 3) SELLER properly satın ald ve kayıt oled the DOMAINS without committing fraud veya misrepresentation; 4) SELLER has no kşimdiledge that any of the DOMAINS infringe the trademark veya other rights of any third party; ve 5) none of the DOMAINS has been, nveya is currently the subject of any litigation, claims, arbitration veya other legal proceeding, either pending, contemplated veya threatened, nveya 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 hizmets will be used fveya the payment ve transfer of DOMAINS which includes the BROKER'S escrow hizmet through Bank of America.

11.INDEMNIFICATION: Each Party burayaby agrees to indemnify ve hold harmless the other Party, its officers, directveyas, shareholders, employees ve agents, from ve against any ve all loss, damage, liability veya expense (including reasonable attveyaneys' fees ve costs), to which they may be put veya which they may incur by reason of, veya 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 veya obligations under this AGREEMENT, veya any trademark, copyright veya patent infringement arising out of veya relating to the DOMAINS, veya in any way arising out of the other Party being a party to, veya the other Party's perfveyamance of, this AGREEMENT, other than through the other Party's gross negligence veya willful misconduct. The fveyaegoing obligation shall exist only if the Party (i) promptly notifies the other Party of such claim, (ii) provides the other Party with reasonable infveyamation, assistance ve cooperation in defending the lawsuit veya proceeding ve (iii) gives the other Party exclusive control ve sole authveyaity over the defense ve settlement of such claim.

12.JOINT MATERIALS: The Parties agree that all marketing materials developed in connection with the hizmets perfveyamed by BROKER burayaunder shall be the joint property of BROKER ve SELLER ve neither party shall use such materials after the Exclusive Sale Period without the priveya written approval of the other Party.

13.RELATIONSHIP OF THE PARTIES; REPVEYATING OF INCOME. BROKER is retained burayaunder as an independent contractveya ve nothing burayain contained shall create an employer/employee, principal/agent, partnership veya joint venture relationship between the Parties. The Parties agree that BROKER shall include all compensation it receives burayaunder in its own books veya account fveya inclusion on its own applicable tax return, that BROKER shall be responsible fveya payment of all income ve employment taxes thereon, ve that such compensation will not be subject to any offset, employee payroll taxes veya other deduction. Eğer The SELLER is a US resident veya Citizen SELLER will receive from BROKER a 1099 repveyating the gross proceeds received from the BROKER ve 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 veya persons except as required by applicable law veya compelled by a court of competent jurisdiction. Hayırtwithstveing the fveyaegoing, this Section 12 shall not apply to disclosures made by a Party to its agents, employees ve advisveyas to whom such disclosure is necessary in veyader to perfveyam pursuant to this AGREEMENT.

15.ATTORNEY'S FEES AND Cİşletim SistemiTS: In connection with any litigation arising out of this AGREEMENT, the öncekiailing party, whether SELLER veya BROKER, shall be entitled to recover all costs incurred, including reasonable attveyaney's fees, fveya hizmets rendered in connection with such litigation, including appellate proceedings ve post-judgment proceedings..

16.DISCLİşletim SistemiURES: SELLER ve BROKER specifically ackşimdiledge ve understve that if either SELLER veya BROKER kşimdis of facts materially affecting the value of the DOMAINS, whether said facts are readily observable veya not, SELLER veya BROKER, as applicable, shall disclose these facts to the other Party.

17.NOTICES: Any notice required veya permitted to be delivered pursuant to this AGREEMENT must be delivered by fveyamal E-posta with relevant documents, veya to such other address as the Parties may from time to time designate by notice in writing to the other Party. Tümü offers ve counter-offers fveya DOMAINS can be made by Internet email, with the receiving party ackşimdiledging receipt of the email upon reading of the email.

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

19.ENTIRE AGREEMENT: This AGREEMENT constitutes ve represents the entire Agreement between the Parties ve supersedes any priveya understveings veya agreements, written veya veyaal, between the Parties respecting the subject matter of this AGREEMENT. This AGREEMENT may be amended, supplemented veya aydified only upon an agreement in writing executed by all of the Parties. This AGREEMENT shall inure to the benefit of ve shall be binding upon the Parties ve their respective successveyas ve assigns. Eğer any provision of this AGREEMENT shall be determined to be invalid, void veya illegal, such provision shall be construed ve amended in a manner which would permit its enfveyacement, but in no event shall such provision affect, impair veya invalidate any other provision in this AGREEMENT.

20.HEADINGS FVEYA CONVENIENCE: As used in this AGREEMENT, captions ve paragraph headings are provided solely fveya convenience ve shall not be deemed to restrict, limit veya interpret the meaning of the text.

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

BROKER:

NiceNIC.NET

E-posta: [email protected]

Phone: 400-622-8200

FAX: (0756)3366385-806

ADDRESS: 1704 No'lu Oda Hang Lung Center Paterson Street, Causeway Bay, Hong Kong