February
15, 2009

    Private
Label Agreement

    

    


    Prepared
For:

    


    

    

    Christian
Stanley, Inc.

    12100
Wilshire Blvd., Suite 800

    Los
Angeles, CA 90025

    


    http://www.ChristianStanley.com

     

    Prepared
By:

    


    CHRISTIAN
STANLEY, INC.

    1150
Silverado Street, Suite # 207

    La
Jolla CA, 92037

    (PH)
310-806-9440

    (FX)
800-554-8692

    http://www.ChristianStanley.com

     

    Contact:
Noam Weiss & Adam Lippman

     

      
        

      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    
      

    

     

    
      
        
          

        

      

      AGREEMENT

      
        

      

    

    


               Non-Circumvention,
Non- Disclosure, And Confidentiality

    


    THIS
PRIVATE LABEL AGREEMENT entered into this  15th Day of
February 2009, is for the Professional Association and arrangement of Non-Circumvention, Non-Disclosure,
and Confidentiality between Settlement
Benefits Association, a life settlement broker with address at 3900
Woodlake Blvd., Suite 301, Greenacres, FL 33463 and CHRISTIAN STANLEY, INC.
(“CS”), a C-Corporation Organized and existing under the Laws of the
State of California, 1150 Silverado St. Suite # 207, La Jolla, CA 92037,
hereinafter, called “The Parties”

    


    The
Parties with this agree to respect the integrity and tangible value of this
AGREEMENT between them.

    


    Term

    THIS
AGREEMENT is a guarantee and will remain in effect for (5) years. The Parties
mutually reserve the right to dissolve this AGREEMENT at any given notice.
Notice will be provided in writing via fax, mail, or email by the
Parties.

    


    Life
Settlement Transactions

    Christian
Stanley, Inc. and/or Daniel Powell shall remain non-exclusive to SBA. Christian
Stanley, Inc. and/or Daniel Powell agrees to send SBA life settlement cases,
leads, contacts, applications, and any other information pertaining life
settlements, viatical settlements, planned giving, or the secondary market for
life insurance policies, for processing and the faciliatation of obtaining a
life settlement or viatical settlement offer. Christian Stanley, Inc. will use
its own name brand to conduct its marketing, advertising, and public relations
campaigns related to life settlement transactions.

    


    Non-Circumvention

    Because
of THIS AGREEMENT, the Parties involved in this transaction have been introduced
and additionally may learn from one another, or from principals, the names and
telephone numbers of investors, borrowers, lenders, agents, brokers, banks,
lending corporations, individuals and/or trusts, or buyers and sellers
hereinafter calls “contacts.” The Parties acknowledge, accept and agree that the
identities of the contacts will be recognized by the other Party as exclusive
and valuable contacts of the introducing Party and will remain so for the
duration of this AGREEMENT. Circumvention includes, but is not limited to,
pursuing any material Professional Association with investors, borrowers,
lenders, agents, brokers, banks, lending corporations, individuals, and/or
trusts, or buyers and sellers produced by the introducing party.

    


    In the
case of circumvention, the Parties agree and guarantee that they will pay the
legal monetary penalty that is equal to the commission or fee the circumvented
Party should have realized in such transaction by the person(s) engaged on the
circumvention for each occurrence. If either party commences legal proceedings
to interpret or enforce the terms of THIS AGREEMENT, prevailing Party will be
entitled to recover court costs and reasonable attorneys fees.


    
      
         


      

      
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    Non-Disclosure

    The
Parties agree not to disclose, reveal or make use of any information during
discussion or observation regarding methods, concepts, ideas, products/services,
or proposed new products or services, nor to do business with any of the
revealed contacts without the written consent of the introducing party or
parties.

     

    Confidentiality

    The
Parties agree to keep confidential the names of any contacts introduced or
revealed to the other party, and that their firm, company, associates,
corporations, joint ventures, partnerships, divisions, subsidiaries, employees,
agents, heirs, assigns, designees, or consultants will not contact, deal with,
negotiate or participate in any transaction with any of the contacts without
first entering into a written agreement with the Party who provided such contact
unless the Party gives prior written permission. Such confidentiality will
include any names, addresses, telephone, telex, facsimile numbers, email
addresses, and/or other pertinent information disclosed or revealed to either
Party.

     

    Governing
Law: Venue

    The
Parties will construe THIS AGREEMENT in accordance with the laws of the State of
California and the County of San Diego. If any provision(s) of this Agreement is
found to be void by any court of competent jurisdiction, the remaining
provisions will remain in force and effect.

     

    Entire
Agreement

    THIS
AGREEMENT contains the entire understanding between the Parties with respect to
Non-Circumvention,
Non-Disclosure, and Confidentiality and any waiver, amendment or
modification to THIS AGREEMENT will be subject to the above conditions and must
be attached hereto.

     

    Survival

    Upon
execution of THIS AGREEMENT by signatures below, the Parties agree that any
individual, firm, company, associates, corporations, joint ventures,
partnerships, divisions, subsidiaries, employees, agents, heirs, assigns,
designees or consultants of which the signee is an agent, officer, heir,
successor, assign, or designee is bound by the terms of THIS
AGREEMENT.

    


    Severability

    The
invalidity or unenforceability of any particular provision of THIS AGREEMENT
shall not, to the extent possible, affect the other provisions hereof, and THIS
AGREEMENT shall, to the extent possible, be construed and enforced in all
respects as if such invalid or unenforceable provision had not been contained
herein. AGREEMENT. This paragraph in no manner affects the aforementioned
Non-Circumvention paragraph.


    
      
         


      

      
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    Authority

    BY SETTING FORTH MY HAND BELOW I
WARRANT THAT I HAVE COMPLETE AUTHORITY TO ENTER INTO THIS
AGREEMENT.

     

    IN WITNESS WHEREOF, the
Parties hereto have caused this Agreement to be duly executed and delivered as
of February 15, 2009.

     

                          

     

    


     

    
      
        

      

       

    

    
      
         


      

      
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