0001343504-09-000016 Sample Contracts

NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents • California

THIS AGREEMENT is dated effective as of the grant date set forth in Exhibit 1 attached hereto (December 3, 2008), between CS Financing CSF, a Delaware CSF (the “CSF”), and Mark Williams, an officer of CSF (“Grantee”).

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DIRECTOR NONQUALIFIED STOCK OPTION AGREEMENT
Director Nonqualified Stock Option Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents • California

THIS AGREEMENT is dated effective as of the grant date set forth in Exhibit 1 attached hereto (December 3, 2008), between CS Financing CSF, a Delaware CSF (the “CSF”), and David Weild, a director of CSF (“Grantee”).

Contract
Consulting Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents

CONSULTING AGREEMENT This CONSULTING AGREEMENT (this "Agreement") is made on August 1, 2008, by and between CS Financing Corporation, a Delaware Corporation with its principal place of business at 21 Tamal Vista Blvd. Suite #230 in Corte Madera California 94925 (the “Client”) and The National Research Exchange, Inc. ("NRE"), a Delaware Corporation with its principal place of business at 111 West 67th Street, New York, New York, 10023. WHEREAS, Client is a mezzanine real estate lender who raises capital through the sale of publicly registered notes and which capital is then lend to mezzanine real estate development projects, and where the interest spread between these activities generates the revenue to manage and grow the business. WHEREAS, Client is a privately owned company that seeks consulting advice to re-structure and re-capitalize its business (“Services”): principally to – (1) structure, market and price additional equity capital in the most advantageous manner to Client and it

Addendum to the Employment Agreement between CS Financing Corporation and Michael Bozora dated: January 16, 2008
Employment Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents

The Company and Executive agree that commencing with any payments of compensation hereunder that become due in calendar year 2009 after March 1, 2009, Executive hereby waives any and all of his rights to such compensation, and such compensation shall not be paid by the Company, except that Executive shall be entitled to receive One United States Dollar ($1.00) from the Company during the remainder of calendar year 2009. In addition, Executive hereby waives any and all of his rights to any compensation for calendar year 2009 that was deferred, and such deferred compensation shall not be paid by the Company.

TERMINATION AGREEMENT
Termination Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents • Minnesota

This TERMINATION AGREEMENT (this “Termination Agreement”) is effective as of the 4th day of December, 2008, by and between CS Financing Corporation, a Delaware corporation (“CSF”), Hennessey Financial, LLC, a Minnesota limited liability company (“Hennessey”) and Capital Solutions Monthly Income Fund, LP (“CSMIF”), f/k/a Hennessey Financial Monthly Income Fund, LP.

Addendum to the Employment Agreement between CS Financing Corporation and Timothy Redpath dated: January 16, 2008
Employment Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents

The Company and Executive agree that commencing with any payments of compensation hereunder that become due in calendar year 2009 after March 1, 2009, Executive hereby waives any and all of his rights to such compensation, and such compensation shall not be paid by the Company, except that Executive shall be entitled to receive One United States Dollar ($1.00) from the Company during the remainder of calendar year 2009. In addition, Executive hereby waives any and all of his rights to any compensation for calendar year 2009 that was deferred, and such deferred compensation shall not be paid by the Company.

TERMINATION AGREEMENT
Termination Agreement • March 31st, 2009 • CS Financing CORP • Mortgage bankers & loan correspondents • Minnesota

This TERMINATION AGREEMENT (this “Termination Agreement”) is effective as of the 4th day of December, 2008, by and between CS Financing Corporation, a Delaware corporation (“CSF”) and Hennessey Financial, LLC, a Minnesota limited liability company (“Hennessey”).

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