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REFERRAL AGREEMENT

Between

And

Nobilis Global, LLC

This confidential non-disclosure, non-competition Referral Agreement is made by and between Nobilis Global, LLC. (“Nobilis Global” www.nobilisglobal.com ),and ____________________________________, an individual, residing in

__________________________________________ (“Referrer”) and includes any affiliates, employees, consultant,

contractors and assigns of each party.

Whereas Nobilis Global and Referrer mutually acknowledge that Referrer is in the business of marketing and arranging

financing for middle market companies and that Nobilis Global is in the business of assisting borrower companies in

obtaining financing for growth capital, refinancing, acquisitions and/or recapitalizations (“Borrower Companies”) and that

certain confidential information may be disclosed between them and each other’s affiliates, employees, consultants, contractors

or assigns therefore the parties mutually agree as follows:

1. Referrer hereby agrees to refer to Nobilis Global the names and pre-qualification information, including

complete contact information, for prospective Borrowers Companies who wish to obtaining financing for

growth capital, refinancing, acquisitions and/or recapitalizations introduced to Nobilis Global by Referrer, or

for which Referrer is an agent. Referrer agrees to cooperate with Nobilis Global by providing all available

information to help Nobilis Global in obtaining financing for prospective Borrower Companies.

2. Nobilis Global will employ its best efforts to obtain financing for prospective Borrower Companies; both

parties understand and agree that Nobilis Global cannot guarantee success in obtaining financing for any

prospective Borrower Companies.

3. Both parties to this Agreement hereby agree to all International Chamber of Commerce non-circumvention and

non-disclosure rules and provisions, which shall be considered binding upon the parties to this Referral .

4. Included within the scope of this Agreement are all operations, marketing plans, strategies, producer, lenders,

investors, information, designs, data, business models, business associates, names, contact information, and all

other technical or business information.

5. Information revealed for transacting various business activities in cooperation with each party for their mutual

benefit shall be considered confidential as described above and the proprietary information of the revealing

party. Each party agrees not to disclose or circumvent either directly or indirectly the other party without the

express written consent of the proprietary revealing party. Both parties to this agreement further promise,

warrant and covenant that they will act in good faith toward each other and in performance under this

Agreement for their mutual benefit.

6. The parties mutually agree that no partnership relationship shall be created between them as a result of this

Referral Agreement. This Referral Agreement is mutually exclusive; neither party may conduct business in

competition with the other party without the express written consent of the other party, and neither party may

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enter into any contractual agreement to provide services competitive to services provided by the other party

without the prior express written consent of the other party.

7. Parties agree that they will mutual determine the appropriate placement fees and other form of compensation to

be paid by the Borrowing Companies who receive the financing to be arranged, and that the parties shall agree

to a fee sharing arrangement for each Borrowing Company referred to Nobilis Global by Referrer and listed as

Borrowing Company Nobilis Global – Referrer Compensation Determination on Exhibit “A” attached hereto

and made a part hereof.

8. This Agreement shall remain in full force and effect for a period of thirty-six (36) months from the date hereof

or may be cancelled at any time by mutual written consent of both parties.

9. The parties understand and agree that Nobilis Global shall have rights of first refusal to provide Borrower

Companies for companies affiliated with Referrer, or for which Referrer is an agent.

10. It is agreed, warranted, and represented by both parties to this Referral Agreement that each has full power and

authority to execute this Referral Agreement and to bind themselves to all terms, conditions, and provisions in

this Referral Agreement. Any individual(s) signing this Referral Agreement on behalf of an entity party to this

Referral Agreement hereby warrants and represents that s/he has full authority and power to execute this

Referral Agreement and to bind him/herself and the organization which s/he represents to all terms, conditions,

and provisions in this Referral Agreement.

11. An executed facsimile of this Referral Agreement shall be considered as an original and enforceable document;

in matters of dispute, the competent jurisdiction in which such dispute shall be heard is agreed to be the State of

__________, in the United States of America, or other jurisdiction to be decided at the sole discretion of

Nobilis Global.

Accepted and agreed:

Nobilis Global, LLC

By: _________________________________ Date: ______________________________

JD Lazare

President & Chief Executive Officer

And

Referrer

By: ____________________________ Date: _____________________________

____________________________, an individual

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Exhibit “A”

Borrowing Company List

Nobilis Global – Referrer Compensation Determination

Date: ___________________

Company Referred: Referral Compensation: