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BACKGROUND:

A. The Client is of the opinion that the Consultant has the necessary qualifications, experience, and abilities to provide consulting services to the Client.

B. The Consultant is agreeable to providing such consulting services to the Client on the terms and conditions set out in this Agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Consultant (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:

Services Provided

1. The Client hereby agrees to engage the Consultant to provide the Client with the following consulting services (the “Services”):

A.    Membership will include analyzing Client needs and current financial obstacles, providing proven programs, scoping potential financial solutions, and improving income by coordinating debt elimination and financial growth strategies.

B.    The Services will also include any other consulting tasks, which the Parties may agree on.

The Consultant hereby agrees to provide such Services to the Client:

·       “Give Yourself A Raise” Immediate Income Increase and Tax Benefits

·        “Credit Enhancement” Ongoing Credit Repair and Quality Credit Training

·        “Funding Solutions” Personal, Business, Corporate and Commercial funding

·        “Business Builder” Residual and Investment Income Opportunities

·        “Key Resources” Off market wholesale properties, Private Money, Cash Buyers, Courses, Blogs, Webinars, Investment trends and membership fee write off.

·        “Elite Club” High-Quality Network with Private Programs/Investors.

Term of Agreement.

2.     The term of this Agreement (the “Term”) will begin on the date of this Agreement and will remain in full force and effect indefinitely until terminated as provided in this Agreement.

3.   In the event that either Party wishes to terminate this Agreement, that Party will be required to provide 10 days’ written notice to the other Party.

4.   In the event that either Party breaches a material provided under this Agreement, the non- defaulting Party may terminate this Agreement immediately and require the defaulting Party to indemnify the non-defaulting Party against all reasonable damages.

5.   This Agreement may be terminated at any time by mutual agreement of the Parties.

6.   Except as otherwise provided in this Agreement, the obligations of the Consultant will end upon the termination of this Agreement.

Performance

7.     The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.

Currency

8.     Except as otherwise provided in this Agreement, all monetary amounts referred to in this

Agreement are in USD (US Dollars)

Compensation

Glacier Group Inc. will charge “goal setter” members for the services at the rate of $79.00 per month (the “Compensation”).

Glacier Group Inc. will charge “consulting agent members for the services at the rate of $99 per month

(the “Compensation”).

Glacier Group Inc. will charge “marketing executive” members for the services at the rate of $149 per month (the “Compensation”).

9.     A retainer (the “Retainer”) will be payable by the Goal Setter, Agent, and Marketing Executive.

10.  For the remaining amount, the Client will be invoiced every month.

11.  Invoices submitted by the Consultant to the Client are due within 30 days of receipt.

Reimbursement of Expenses

12.  The Consultant will be reimbursed from time to time for reasonable and necessary expenses incurred by the Consultant in connection with providing the Services.

13.  All expenses must be pre-approved by the Client.

Penalties for Late Payment

14.  Any late payments will trigger a fee of 15.00% per month on the amount still owing.

Confidentiality

15.  Confidential information (the “Confidential Information”) refers to any data or information relating to the business of the Client which would reasonably be considered to be proprietary to the Client including, but not limited to, accounting records, business processes, and client records and that is not generally known in the industry of the Client and where the release

of Confidential Information could reasonably be expected to cause harm to the Client.

16.  The Consultant agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Consultant has obtained, except as authorized by the Client or as required by law. The obligations of confidentiality will apply during the term of this Agreement and will survive indefinitely upon termination of this Agreement.

17.  All written and oral information and material disclosed or provided by the Client to the Consultant under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Consultant.

Ownership of Intellectual Property

18.  All intellectual property and related material (the “Intellectual Property”) that are developed or produced under this Agreement, will be the property of the Consultant. The Client is granted a non-exclusive limited-use license of this Intellectual Property.

19.  A title, copyright, intellectual property rights and distribution rights of the Intellectual

Property remain exclusively with the Consultant.

Return of Property

20.  Upon the expiry or termination of this Agreement, the Consultant will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.

Capacity/Independent Contractor

21.  In providing the Services under this Agreement it is expressly agreed that the Consultant is acting as an independent contractor and not as an employee. The Consultant and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.  The Client is not required to pay, or make any contributions to, any social security, local, state or federal tax, unemployment compensation, workers’ compensation, insurance premium, profit-sharing, pension or any other employee benefit for the Consultant during the Term.  The Consultant is responsible for paying, and complying with reporting requirements for, all local, state and federal taxes related to payments made to the Consultant under this Agreement.

Notice

22.  All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the Client’s given email address or to such other address as either Party may from time to time notify the other, and will be deemed to be properly delivered (a) immediately upon being served personally, (b) two days after being deposited with the postal service if served by registered mail, or (c) the following day after being deposited with an overnight courier.

Indemnification

23.  Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.

Additional Clauses

24.  Member (Client) will have the ability to be compensated for referrals or resell of services.

25.  I am not a Certified Financial Advisor, U. S. Securities Dealer, Stock Broker or Investment Adviser. I am a business consultant and acting in the capacity of a financial intermediary who provides advice to private individuals on or about business matters. Please understand that the contemplated transaction(s) is strictly private and in no way relates to the United States securities act of 1933(THE”ACT”) and does not involve the sale of registered securities. This transaction(s) are private and exempt from the act.

Modification of Agreement

26.  Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.

Time of the Essence

27.  Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.

Assignment

28.  The Consultant will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.

Entire Agreement

29.  It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.

Ensurement

30.  This Agreement will ensure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.

Titles/Headings

31.  Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

Gender

32.  Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.

Governing Law

33.  This Agreement will be governed by and construed in accordance with the laws of the State of

Georgia.

Severability

34.  In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

Waiver

35.  The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.



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