Commission Agreement

The City of ______, 20____

The present Commission Agreementis concluded between______, ID 6234879-F, representative ______, ______CIF (company tax code) B-04349874,acting on the grounds of the Statute , hereinafter “the Seller” and

Andrey V. Dmitrenko with ID number 6812215,the General Director of “Mega-FortInternationalLtd.” residence: off.4, 73/1 Privolnaya str. Moscow ,109431,Russia; with CIF 50009905080, acting against the Articles of Association ,hereafter “ the Agent”, further as “Parties” on the following :

  1. Subject of Agreement

1.1. Agent provides servises on promotion and marketing on the territory of CIS for the Seller, aiming procurement of clients,ready to purchase the real estate objects of the Seller. The assets are supposed to be the subject for commercialisation. (Details enclosed at the Enclosure No.3,)wich is the integral part of the Agreement.

1.2.The Agent, acting as mediator within the period of working out the Sale Contract between Seller and Client,is obliged toinformthe Seller about the Register’ details of every potential client (Enclosure No.1).

1.3.The sale price on every real estate objectis to be determined by the Seller,according to the clause FOUR (Enclosure No.3).

  1. Commission payment

2.1.The commission to be paid to the Agentaccording to the clause SECOND ( Enclosure No.3) which is the integral part of the present Agreement.

2.2.The Agent will not have the right to charge the Seller for any commission in case the Buyer renounces or does not sign thepurchasеpublic document by any reason. In this case all received cash ( commission costs) to be be returned back to the Seller.

2.3.In case of changing the sales price of the objects the Sellerhas to inform the Agent in written form within 5working days.

  1. Responsibilities of the parties

3.1.Agent has the right to commercialize theobjectsboth for the private persons and juridical entities, which is foreseen by the present Agreement,

3.2. Seller has the right to sell objectsdirectly or byassistance of other agentswithout payment commission to the Agent.

3.3. İn cse the Agent discovers commercial interest of potential Byer ( client) , he is obliged to inform Seller in a written form and to include that client into the Register, which is integral part of this Agreement as well as to provide a set ofofficial documents (Client’ company) and necessary copies of passports (for private Clients).The Agent is not entitled to demand any payment for client’ services , whose data were not presented in a written form (into the Register) and approved by the Seller.

  1. Other Terms and conditions

4.1.This Agreement enters into force since the moment of signingon condition of prolongation . However, both Parties have the right to cancel theAgreement by unilateral decision,the cancellation must be done in advanced information (at least 30 working days prior).

4.2. In the event this Agreement is terminated due to causes for termination as described above, neither one of the parties will have the right for any payments for compensation, penalization or for any other concept claimed with reference to this Agreement.

4.3. Agreement includes 14paragraphs. All possible discussions and disputed, related to this Agreement are governed by the İnternational Law.

4.4. All information and data sent by fax or e-mail given below by the Parties are considered to be official and valid. In case of disputes supposed to be as “enclosure” and an integral part of this Agreement.

4.5. By accomplishing the deal, theAgent and the Seller have to sign the Implemented Work Certificate(Enclosure 2) as the result of work, implemented under this Agreement within 5 working days, or in a form of step-by-step certificate as Objects are sold.

  1. Down payments

5.2.The cash amounts paid by the clients as down payment for reservation a property object are beyond the banking procedure of the Agent , and to be paid directly by the client(s)on account designated for this purpose by the Seller.

6. Data address

Seller:______

Agent: “Mega-Fort International Ltd ” ,off.4, 75/1 Privolnaya str. Moscow ,109431,Russia,

, e-mail: , tel.:7 (495) 979 19 94

Исполнитель:ООО "Мега-Форт Интернэшнл", Юр. Адрес:140003,г.Люберцы,п/о 3, д. 59 А,оф.217, ИНН-5027122710,КПП-502701001,р/с №40702810702810000001202027, в АКБ «ФОРА-БАНК»(АО) г. Москва, кор.счет №30101810300000000341,БИК- 044525341, тел. 979 19 94 , Е-mail:

Генеральный директор - Дмитренко Андрей Вилинович,

Тел: 8 (903) 741-93-40

Agent Seller

“Mega-Fort International” Ltd.

Dmitrenko A.V

(signature) (signature)

Фирменное полное наименование на русском языке / Акционерный коммерческий банк "ФОРА-БАНК" (закрытое акционерное общество)
Сокращенное наименование на русском языке / АКБ "ФОРА-БАНК" (ЗАО)
Фирменное полное наименование на английском языке / "FORA-BANK" Joint-Stock Commercial Bank
Сокращенное наименование на английском языке / "FORA-BANK"

FORA-BANK ZAO, RUSSIAN FEDERATION, MOSCOW, ZUBOVSKIJ BULVAR, 25
SWIFT: FOJSRUMM

Sberbank, Moscow, Russia
SWIFT: SABRRUMM
USD account: 30109840700000000702
Correspondent bank: The Bank of NewYork Mellon, New York, NY, USA, SWIFT: IRVTUS3N
EUR account: 30109978300000000702
Correspondent bank: Deutsche Bank AG, Frankfurt am Main, Germany, SWIFT: DEUTDEFF

CHF account: 30109756700000000702
Correspondent bank: UBS AG, Zurich, Switzerland, SWIFT: UBSWCHZH80A

USD / 30109840700000000702
EUR / 30109978300000000702

40702840300001202027 (for $), 407028140500001002027 - transit,

40702978900001202027(for EU) 40702978100001002027 – tansit

Enclosure1 to the Commission Agreementbetween ______and Mega-Fort International Ltd on______, 20___.

RЕGISTER OF CLIENTS AND LIST OF PROPERTY OBJECTS CHOSEN

PROPERTY OBJECTS / CLIENTS

Agent Seller

“Mega-FortInternational”Ltd.

Enclosure 2 to the Commission Agreement between ______. and Mega-Fort International Ltd on ______, 20___.

IMPLEMENTED WORK CERTIFICATE

The City of______, 200

Andrey V. Dmitrenko, the General Director of the Limited Liability Company“Mega-Fort International” acting on the grounds of the Statute, (“Agent”), and

______, further named “Seller”, have agreed upon the following:

1.Under the current Agreement 19 th December 2008 the “ Agent” has fully and satisfactory implemented his tasks and obligations.

2. Client and “Seller”have agreed upon delegation of property rights handed over from “Seller”to Client for the property described as follows (address, sq.m., etc.):

1_______

2_______

3. “Seller” and “Agent” have no particular disagreements and arguments.

“Seller”______/ / “Agent”______/ /

Enclosure 3to the Commission Agreement between ______and Mega-Fort International Ltd on______, 20___.

1st CLAUSE: COMMERCIALIZATION OBJECT

Real state property called ______: property of THE SELLER, Single Family Villa/appartement Located in ______and in Sector ______in ______/

2nd CLAUSE: COMMISSION

The commission to perceive by THE AGENT will be TEN PER CENT (10%) of the Object’s price, without VAT/

3rd CLAUSE: COMMISSION PAYMENT

Full cash payment sale: the full commission payment will be transfered to the account of Agent within 5 days term after the purchase of 30% minimum of total price is paid by Client to Seller.

4th CLAUSE: SALE PRICE

The sale price is ______€ without VAT.

Signature: Signature:Andrey V. Dmitrenko

P.P Mega-Fort International Ltd.