Dealer Application

Mega Sign, Inc. Distributor Contract

This Contract is between Mega Sign, Inc. (¡±MSI¡±), and the undersigned (¡±the Distributor¡±), who is hereby making application to become a Mega Sign, Inc. Distributor. By signing this contract, the Distributor agrees to the following definitions, policies, terms, and conditions.

1. COMPANY PURPOSE

   ¡°The purpose of MSI is to build a new vision of the future in American continent.¡± We do this buy serving and supplying a network of independent Distributors, who in turn market our line of LED Signs, Cross, Pin-Points, Ropes, and Displays. Our goal is that, together, we will build a new America with the light.

2. DISTRIBUTORS

   1. Upon acceptance by MSI, the applicant will be granted a Mega Sign Distributorship for one year from the date of this contract, renewable automatically for additional one-year terms, unless MSI gives the Distributor notice of non-renewal at least 90 days prior to the end of the term of Distributorship.
   2. The Distributor receives the right to purchase products from MSI for resale, and to use the Mega Sign name and logo to the extent that they appear on MSI products, sales support and advertising material. Any other use of the MSI name or logo is unauthorised, unless prior permission is granted by MSI upon request. (The Distributor must obtain approval from MSI before using the MSI logo on, for example, business cards or advertising.)
   3. The Distributor receives the right to sell Mega Sign products anywhere in United States to any customer. When sales are made to customer in foreign countries, the Distributor must send information regarding sales, if not, the Mega Sign Distributorship is abrogated and the Distributor must wait 90 days for renewal of the Mega Sign Distributorship, notwithstanding section 2a)above.
   4. MSI recognizes the legal status of a Distributor as an individual person, although any employee working at company will also be recognized under the same Distributorship. All business dealings shall be deemed to be only between MSI and the individual identified on this contract as the Distributor.
   5. The Distributor will adhere to all MSI rules, regulations, and policies, as published in company training material etc. Any violation and/or involvement in any activity, employment, campaign or enterprise which, in the opinion of MSI, reflects adversely on MSI and/or is detrimental to other Distributors, renders the Distributor subject to immediate termination, notwithstanding section 2a) above.

3. INDEPENDENT CONTRACTOR

   The granting of a Mega Sign Distributorship is not intended, and shall not be construed to create a relationship of employer-employee, joint venture, agency, franchise or partnership between the Distributor and MSI or between the Distributor and any other Distributor. The Distributor is an independent contractor for the buying and selling of Mega Sign products, and as such is responsible for all agreements entered into by himself, and any and all expenses incurred by himself in the course of conducting business as a Mega Sign Distributor. The Distributor agrees to save MSI, its Officers and Directors, and/or any other Distributors harmless from all said costs, and to indemnify and exonerate said parties from any loss, cause of action, litigation, claim, debt, judgement, attachment, execution, demad or other obligation of any kind arising out of the Distributor¡¯s acts, words, or conduct as an independent contractor for the sale of Mega Sign products, whether caused by the Distributor¡¯s negligence, wilful action, failure to act, or otherwise.