Scope of Services. Buyer of Membership engages Belkin to act as a mentor and Advisor to Buyer and provide the services set forth in Schedule A attached hereto or as otherwise mutually agreed to by the Parties (collectively, the “Services”).

Term and Termination. This Membership shall be effective as of the Effective Date and shall remain in effect until terminated. The Parties may terminate this Membership at any time and for any reason provided that written notice has been given thirty (30) days prior to termination by mutual consent of the Parties, in writing. On termination, all references to Belkin will be removed from all materials and sites. If Buyer likes to continue the usage of Belkins brand, a written consent from Belkin is required.

The Parties represent and warrant that they shall have complete and unrestricted power to enter into and perform this Membership agreement. The Parties represent and warrant that they have carefully read and understand the provisions of this Membership, and understand that they have the right to seek independent advice at their expense or to propose modifications prior to buying the Membership and has negotiated proposed modifications to the extent deemed necessary. The Parties represent and warrant that they have entered into this Membership voluntarily and after consulting with whomsoever wished.
Belkin represents and warrants that he understands that grant of the Membership gives no rights express or implied. Except as can be decided by Buyer at their own discretion, Belkin should have no expectation of any shareholder interest.
By receiving the Membership, Buyer acknowledges and represents that he fully understands that the Membership may experience volatility in pricing and will not hold Belkin liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected to, the acquisition of the Memebership.

Compliance and Indemnification: Buyer and Belkin agrees not to take any action that constitutes a violation of any securities or money transmission laws in any jurisdiction; or in any way causes damages to each party or its affiliates.

Independent Contractor. Belkin’s relationship with Buyer will be that of an independent contractor and not that of an employee. Belkin will not be eligible for any employee benefits, nor will Buyer make deductions from payments made to Belkin for employment or income taxes, all of which will be Belkin’s responsibility. Belkin will have no authority to enter into contracts that bind Buyer or create obligations on the part of Buyer without the prior written authorization of Buyer.

Principal’s Right to Disclose. Buyer shall have the right to disclose the existence of this Membership, Belkin’s status as an Advisor, and to include Advisor’s name, image and profile in various promotional materials, including, but not limited to, executive summaries and web page.

No Conflicts. Belkin represents that Belkin’s compliance with the terms of this Membership and provision of the Services hereunder will not violate any duty which Belkin may have to any other person or entity (such as a present or former employer), and Belkin agrees that Belkin will not do anything in the performance of the Services hereunder that would violate any such duty. In addition, Belkin agrees that, during the term of this Membership and six (6) months after the termination thereof, Belkin will not directly work for direct potential competitor or perform the same services with respect to a similar in essence company.

Transferability. This Membership may be transferred and/or assigned by Buyer. The obligations of Belkin hereunder will be binding upon and run in favor of the successors and assigns of the assignee.

Governing Law. This Agreement and the rights and obligations of the Parties hereto shall be governed by and construed and enforced in accordance with the laws of Romania.

Miscellaneous. Any term of this Membership may be amended or waived only with the written consent of the Parties. This Membership, including any schedules hereto, constitute the sole agreement of the Parties and supersedes all oral negotiations and prior writings with respect to the subject matter hereof. This Membership may be executed in counterparts, each of which shall be deemed an original, but all of which together will constitute one and the same instrument.

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