Unassociated Document


    
       

      MARKETING
FUND AGREEMENT

       

      THIS
MARKETING FUND AGREEMENT (“Agreement”) is made effective on the 1st day of
April, 2010 (“Effective Date”), by and between Allied Global Ventures, LLC
(“Investor”), located at 2945 Pine Valley Drive, Miramar Beach, FL 32550
and  Global Investor Services, Inc. (“Company”), located at 708 Third
Ave. 6th Floor,
New York, NY 10017.

      


      WHEREAS,
Company is engaged in the business of developing and marketing financial
products and services that are sold directly to consumers
(“Subscribers”).

      


      WHEREAS,
Investor desires to invest in the marketing fund proposed by the Company and the
Investor will be repaid by the Company the invested capital and an investment
return as per the terms and conditions set forth in Appendices A and B
attached.

      


      WHEREAS,
Company desires to enter into this agreement with the Investor to secure the
necessary funding to grow its business and will repay the capital and investment
return from future sales revenue, on the terms and conditions set forth in the
attached Appendices.

      


      NOW,
THEREFORE, in consideration of the mutual promises and covenants contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, and intending to be bound hereby,
Investor and Company hereby agree as follows:

      


      1.           Investor
Obligation.

      


      Subject
to the terms and conditions of this Agreement, the Investor will invest a total
of three hundred thousand dollars ($300,000) in three equal tranches, starting
on April 1, 2010 and subsequently on May1, 20120 and June 1, 2010.

      


      2.           Company
Obligation.

      


      The Company will repay to the Investor
the invested capital and investment return from future sales revenue as detailed
in the attached Appendices in the referenced section “Repayment of Capital and
Investment return”.

      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      IN WITNESS WHEREOF, Investor and
Company each caused this Agreement to be signed and delivered by its duly
authorized officer, effective as of the date first set forth above.

       

      
        
          	
                  Global
      Investor Services, Inc.

                	 	
                  Allied
      Global Ventures, LLC

                
	 
      	 
      	 	 
      	 
      
	 
      	 
      	 	 
      	 
      
	 
      	 
      	 	 
      	 
      
	
                  By:

                	
                  /s/ Nicholas S. Maturo

                	 	
                  By:

                	
                  /s/ G.B. Rice

                
	
                  Name:

                	
                  Nicholas
      S. Maturo

                	 	
                  Name:

                	
                  G.B.
      Rice

                
	
                  Title:

                	
                  CEO

                	 	
                  Title:

                	 
      


        

      

       

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        	 
      	
                Global Investor
      Services, Inc.

              	
                Appendix
      A

              
	 	 	 
	 
      	
                Investment Proposal
      for Marketing Funding

              	 
      


      

    

    
       

      
        Purpose of Marketing
Fund:

        GIS seeks
to create a $300,000 marketing investment fund where the company invests
directly in online webinar marketing campaigns to market and sell its InvestView
investor education products and services. The company has developed and has
successfully implemented a webinar marketing strategy through “Conversionetics”
and a number of online campaigns with Google, Yahoo and other companies that
generate a high number of customer leads which it converts into sales. The
company seeks to expand the number of marketing campaigns to accelerate the
growth of its business.

         

        Marketing Investment in GIS
Campaigns Funding: $300,000

        The
company will begin investing the marketing fund on April 1, 2010. After all the
funds are invested in marketing campaigns, equally in the months of April to
June, 2010, the company will begin to repay the investor through its continuing
monthly sales revenue beginning with July 2010 sales revenue and continuing in
succeeding months until full repayment.

         

        Repayment of Capital and
Investment Return

        Beginning
with the July 2010 sales revenue, the company will set aside 15% of its monthly
sales to repay the principal. On a monthly basis, the company will wire the
funds to the investor’s bank account and will continue to pay the investor until
such a time as the principal capital is fully repaid.

         

        In
addition, after full repayment of principal, the company will pay an investment
return of 100% on the principal in the form of monthly payments. To accomplish
this, the company will set aside 5% of its monthly sales, from all sources, for
this purpose. On a monthly basis, the company will wire the funds to the
investor’s bank account and will continue to pay the investor until such a time
as the 100% return on the principal is paid.

        


        To accelerate its marketing
campaigns, the company proposes three tranches of $100,000 with the first one in
the week of April 1, 2010 and the other two on May 1 and June 1,
2010.

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      
         

        
          
            	 
      	
                    Global Investor
      Services, Inc.

                  	
                    

                      Appendix
      B

                    

                  
	 	 	 
	 
      	
                    

                      Investments Made in
      2008 by Allied Global Ventures, LLC (AGV)

                    

                  	 
      


          

        

        
           

          
            
              	
                       
      

                    	
                      1.

                    	
                      Direct Investment of
      $1MM (originated in July/08 thru Nov
/08)

                    


            

             

            .
Promissory note with interest being accrued at 20% is on the books

             

            . Note is
convertible at $0.08/share

             

            . Accrued
interest to-date of $150,000 is payable

             

            
              	
                       
      

                    	
                      2.

                    	
                      Note in the form of a
      loan of $500k (originated in July
’08)

                    


            

             

            .
Convertible Note with premium will be increased to face value of
$550,000

             

            . Note
will carry 8% interest, accrued annually and payable from company
revenue

             

            . The
note will be convertible at the same terms as the company’s most recent offering
at

             

              $0.03/share
and will carry one half warrant per share valued at $0.05/warrant, for 5
years

             

            Repayment of Capital and
Interest

             

            GIS will
pay principal and interest monthly and will set aside five percent (5%) of
sales

             

            revenue,
from all sources, on a monthly basis for the purpose of repaying the principal
and

             

            interest
to AGV, LLC. The company proposes to begin these monthly payment after
the

             

            marketing
fund principal and return are fully repaid. On a monthly basis, the company will
wire the funds to the investor’s bank account and will continue to do so until
such a time as the principal capital and interest is fully repaid.

             

            The
company intends to accelerate repayment to AGV when sales revenue growth allows
the

             

            Company
to do so.