COMMITMENT AGREEMENT made this 27th day of March 2008: Between:
COMMITMENT AGREEMENT made this
27th day of March 2008:
Between:
1323545
Alberta Inc. (XxXxxx)
Head
Office located at Xxxxx 000, 000-0xx Xxxxxx
XX
Xxxxxxx,
Xxxxxxx, Xxxxxx
X0X
0X0
- AND
-
MaxLife
Fund Corp (MaxLife)
(A
Wyoming Corporation)
000 Xxxxx
Xx. Xxxx #000
Xxxxxxx,
XX
X0X
0X0
WHEREAS XxXxxx has the
knowledge and capacity to manage portfolios of Life Settlement
policies,
WHEREAS XxXxxx has agreed to
market the MaxLife preferred share offering of MaxLife,
WHEREAS XxXxxx and MaxLife
have agreed to enter into a service and profit sharing agreement, regarding
management of Life Settlement portfolios.
AND WHEREAS MaxLife has the
knowledge and capacity to make this preferred share a public
offering:
THE
PARTIES HERETO AGREE AS FOLLOWS:
|
A.
|
Commitment
from XxXxxx:
|
1. Source
and manage a portfolio of life settlement funds in accordance to guidelines
developed by MaxLife and XxXxxx
2. Promote
the preferred share offering through Focused Money Solutions Inc.
3. Discontinue
further issuances of the LP structure of Focused Life Settlements.
4. Offer
a future conversion option to the existing LP holders that maintains the tax
benefits of the LP structure and is in the best interests of the LP unit
holders, at a future General meeting of the LP.
5. Assist
MaxLife with one off large sales of Life settlement portfolios.
6. Assist
MaxLife in establishment of any leveraging opportunities through the business
relationships established by XxXxxx.
7. Facilitate
in the trade in life settlement portfolios to maximize profitability of
MaxLife.
8. Pay
for administration expense in running the management of life settlement
policies.
9. Pay
to sub brokers, agents and investment firms an appropriate commission and
according to the commission received.
10. Agree
to sit on the Board of Directors of Max Life.
11. Agree
with MaxLife and XxXxxx to operate and track separately the Life Settlement
portfolios that were purchased from funds raised through Focused Money Solutions
Inc., and have a management agreement with 1323545 Alberta Inc. to share in the
profits of Life Settlement portfolio’s as agreed to in B below.
|
B.
|
Commitment
from MaxLife:
|
|
1.
|
File
the necessary paperwork to list the preferred shares of MaxLife on the
OTC-BB in the United States of
America;
|
|
2.
|
Respond
to all questions from the OTC-BB;
|
|
3.
|
Engage
other entities in raising of capital for the preferred share
offering.
|
|
4.
|
Establish
a Canadian and US offering of the preferred
share.
|
|
5.
|
Pay
a gross commission of 8% on all sales to XxXxxx for sales that Xxxxxx
brings into MaxLife.
|
|
6.
|
Pay
2% of all sales as a warrant, 1% at $25/share and 1% at $30 per share good
for 5 yrs from issue to XxXxxx
|
|
7.
|
Pay
XxXxxx 50% of realized profits from the management of life settlement
portfolio according to the investment moneys brought in by XxXxxx or sub
brokers, agents, and agencies of
XxXxxx.
|
|
8.
|
Pay
XxXxxx 25% of realized profits from the management of life settlement
portfolio according to the investment moneys brought in by MaxLife or sub
brokers, agents and agencies of MaxLife and only for the investment moneys
that MaxLife wishes XxXxxx to
manage.
|
|
9.
|
Arrange
to pay the 10% dividend to all investors of the Preferred
share.
|
|
10.
|
Receive
and process subscriptions from XxXxxx for all preferred share
investors.
|
SIGNED
this 27th day of March, 2008:
|
WITNESSES:
|
1323545
Alberta Inc.
|
|
|
Per:
|
||
| /s/ Not legible | /s/ Xxxxxx XxXxxx | |
|
Name:
|
Xxxxxx
XxXxxx - President
|
|
|
MaxLife
Funds Corp
|
||
|
Per:
|
||
| /s/ Not legible | /s/ Xxxxxxx Xxxxx | |
|
Name:
|
Xxxxxxx
Xxxxx, President and CEO
|
