1 -Parties concerned

SwissMICSI Express Card Payment Agreement

1.1 These following terms and conditions constitute the agreement for using the SwissMICSI Express Card Payment hereafter referred to as "SECP" service. The SECP service appears as an option of payment along other options on the secure payment page and as such both the Merchant and his customer must read and accept the General Terms and Conditions of the secure.swissmicsi.com website. This agreement is mutually accepted by the parties listed below: -Swiss Wallet SA, hereafter referred to as "The company", registered in Switzerland under federal number CH-550-1068324-6, with its corporate headquarters at Av. Blanc 53, 12100 Geneva, Switzerland. -FuturesGate () ) 2 -Services offered 2.1 SECP offers the client, hereafter referred to as "Merchant", a secure online credit or debit card payment gateway service. 2.2 SECP is in no way a bank or deposit taking service, and is limited to providing the "Merchant" with a secure payment gateway to enable payments to be processed by the acquiring bank and channeled to the clients SwissMICSI account for later withdrawal by the client to his own Bank Account or any other mean available. 2.3 SECP offers the Merchant", an online interface for monitoring and managing transactions processed online. This online interface is available 24 hours a day, seven days a week, except in the case of breakdown or update of our system. 3 -Joining the SECP service 3.1 Any natural or moral person over the age of majority can sign a SECP agreement. This contract is personal to you, you cannot transfer it or "subcontract" it. Except in the case of cancellation by the merchant site or closure by Swiss Wallet SA , an account is opened for an unlimited time period, however the relationship will be subjected to regular checks on the Merchant business to ensure the Merchant is not breaching any part of the agreement or to ensure that the Merchant activities are legal and of no harm to the company. 3.2 Swiss Wallet SA reserves the right to suspend or close any "Merchant" account for any of the following reasons: -Serious technical problem on the site of the "Merchant" which could cause disruption to the SECP system.

-Observation of an irregularity in usage of the SECP system. -Request from the authorities to close the account of the "Merchant" -Fraud or attempted fraud by the "Merchant" on the SECP payment system. -Suspect transactions, in terms of fraudulent use of credit or debit cards -All actions or consequences of a "Merchant's" activity that could be damaging to the SECP system or the end client. -Use of the SECP system for the sale of products or services that are not approved by our company or are illegal. (Please refer to Annex 2 Regulated, Non Accepted and Restricted Activities) -A high chargeback rate or a un-usual level of complains by card holders. 3.3 In all eventualities, if a problem presents itself, the "Merchant's" account is deactivated and the person in charge contacted to find a quick solution. This being the case, if the "Merchant" site is guilty of one of the points mentioned above, the company Swiss Wallet SA reserves the right to deactivate or close the account without prior notification. In as far as it is possible the company Swiss Wallet SA will favor communication. 3.4 In the event of closure of a "Merchant's" account, Swiss Wallet SA will transfer the balance of the "Merchant's" account by bank transfer after deduction of the SECP charges as well as any potential administrative or communication charges or other "lateral" charges arising from the incorrect or fraudulent use of the SECP system. Payment of the remaining balance will be made within 180 days of the last transaction made on the "Merchant's" account, this period corresponds to the period during which a payment can be "refuted" by the owner of the card. For closure of an account for any other reason, the same period of 180 days will apply before payment of the balance of the "Merchant's" account. 3.5 Within the framework of the fight against money laundering and all other illegal activity, Swiss Wallet SA can demand that all "Merchants" justify and document any transactions processed using the SECP system. Merchant shall know his customers and as much as possible obtain valid proof of his customer identification (Obtain copy of Passport or National ID). If a merchant customer does regular payments or does a payment of value above CHF 1,000.00, then the merchant must collect the Due Diligence documents from the customer. In all cases of payment, the merchant must keep all records of customers communications, usage of the service or customers proof of reception of the product. 3.6 Swiss Wallet SA reserves itself the exclusive right to accept or refuse a new application, or to limit or close any active service without having the obligation to present a reason. Though it is made clear that any website or activity that will be deemed oriented to any sensitive subjects such as Politics or Religions, promoting hate or illegal activities, potentially harming our image or activity, will be refused. 4 -Access to the SECP service & security 4.1 It is the responsibility of the client, referred to as the "Merchant", to ensure the security of his access to and usage of SECP services. 4.2 The "Merchant" is responsible for any divulgation of his password details or any other sensitive information linked to usage of SECP, to a third party. 4.3 In these conditions, any activity carried out via the "Merchant's" online interface is considered to have been carried out by the "Merchant" himself. 4.4 The "Merchant" cannot and must not in any circumstances provide his SECP information and access codes to any agency or individual, including representatives of the company Swiss Wallet SA . There is no need for an employee or representative of Swiss Wallet SA to ask you for your

login and password, do not therefore supply them to anyone or it will be at your own risk. Each Merchants website that is accepted for SECP will receive a Merchant Website Identification number, which is the reference to be used instead of the Merchant User ID. 5 -Use of the SECP system 5.1 The products and services sold by the "Merchant" are the sole responsibility of the "Merchant" and are such for a period of at least 180 days (repudiation period for an online payment made using a credit or debit card). During this period, SECP reserves the right to retain the amount relating to a transaction that has been repudiated by the owner of the card used for making the payment concerned. 5.2 All products and service categorized in a Website URL must be approved in advance by the company Swiss Wallet SA before the merchant can receive payment for this type of service or product. If the merchant changes or updates the type of products or services sold, or the URL of his website, he must inform and obtain approval from Swiss Wallet SA in order to continue using the service. 5.3 In the event of a disputation between the "Merchant" and his clients, Swiss Wallet SA cannot be held responsible or implicated in any way. It is the responsibility of the "Merchant" and his clients to resolve their disputations either in or out of court. 5.6 The Merchant is aware of and accepts the following points: -The SECP system blocks transactions from certain countries categorized as "Risk Countries". The Merchant can request to have specific high risk countries white-listed but it will be subjected to Swiss Wallet SA decision. -The "Merchant" must ensure support for his clients and must ensure that his clients do not contact Swiss Wallet SA with technical support requests or transaction follow up, delivery follow up, refund or any other client assistance requests. Merchant must display clear information on how customers can contact the Merchant. -The "Merchant" confirms knowledge of the 180 days repudiation period during which a client can contest a payment made using his credit card and be reimbursed for the full value of the contested payment. -Swiss Wallet SA cannot in any circumstances be held responsible for the use of a stolen or fraudulent card which has not yet been cancelled. -The "Merchant" cannot save or store information about his client's cards in order to forward them to SECP system. The card holder himself has to enter his card details exclusively on SECP secure page for that effect. 5.7 The company Swiss Wallet SA accepts no legal, juridical or financial responsibility for the commercial process of collecting a secure payment, for delivery or non-delivery of an ordered product or service, for end client assistance or for sales or technical support for the Merchant's clients. The SECP service is limited to acting as technical and financial intermediary between the "Merchant" and the "Merchant's" client(s) and only on the level of secure online transactions processed using the SECP tool and made in accordance with the usage conditions specified in this agreement. 5.8 By accepting the terms of this agreement, the "Merchant" accepts and approves the charges and commissions deducted by Swiss Wallet SA on all transactions processed using the SECP tool, in accordance with the table of charges proposed by Swiss Wallet SA and herewith attach in Annex 1. 5.9 For every "Chargeback" (payment repudiation) made by a client of the Merchant and not properly contested or refunded by the acquiring party, within a time period of 180 Days after the

payment date, A "Chargeback" fees will be charged to the Merchant at the rate of EUR 29 per "Chargeback". 6 - The security Deposit It is the obligation of the merchant to setup a Security Deposit With Swiss Wallet SA, in order to cover any potential chargeback or refund of the Merchants customers during the 180 Days period that follows each card transaction. The security deposit amount and time frame will be proposed by Swiss Wallet SA depending on the type of products and services sold by the merchant and the estimated level of risks. This security deposit is refundable after 180 Days that follows the last transaction processed by the merchant. For Merchants who are doing over EUR 20 000 turnover per month (or equivalent), Swiss Wallet SA will propose that the Security Deposit will be handled under an Asset Management contract and held in a bank account under the name of the Merchant, on which Swiss Wallet SA will have sole Power of Attorney until the repudiation period is over. 7 - Due Diligence Each merchant, be it an individual or a corporation, must provide Swiss Wallet SA with all the Due Diligence documents before the service activation. Please refer to Annex 3 for the list of the required Due Diligence documents. 8 - Evolution of the contract 6.1 This contract can be modified, at anytime, without prior acceptance of the "Merchant". Swiss Wallet SA reserves the right to modify or add new content to this contract at their sole convenience to allow improvement, evolution of the SECP system or to avoid degradation of the service provided. The "Merchant" will be informed of any changes made to this contract. 9 - Legal arrangements 7.1 This contract is subject to the Swiss law and we will aim for any disputes to be settled out of court. If necessary, settlement of the situation can be referred to the court in Geneva which has jurisdiction in the matter.

Acceptance of the agreement:

For and on behalf of: FuturesGate () Signatory Name(): Rie Kubouchi Position(): Agent Date(): 15/09/2011(//) For and on behalf of: Swiss Wallet SA Signatory Name: Position: Date:

NB: Please initial all pages of the agreement.

( ) )

Annex 1:
SECP fee proposal for the following website : URL: http://xxx.xxxx.com Website ID:

Transactions fees:
Percentage per successful transaction: % Fixed fee per transaction (successful or not): EUR Chargeback Fee: EUR

Security Deposit:
Equivalent of 2 Months turnover (based on average turnover and to be adapted after 6 months). This amount can be taken from the Merchants income on an installment basis over the first 4 months of activity. Or EUR 1,000.00 fixed Security Deposit to be made before the start of the processing and to be reviewed and adapted after 6 months of activity. Security Deposit is to be held until 180 Days have passed the last processed transaction.

Acceptance of the proposed fees & Security Deposit conditions:

For and on behalf of: FuturesGate Signatory Name: Rie Kubouchi Position: Agent Date: 15/09/2011

For and on behalf of: Swiss Wallet SA Signatory Name: Position: Date:

Annex 2: Regulated, Non Accepted and Restricted Business Activities: Regulated Activities: By Regulated we mean any activity that is subjected to licensing or any form of prior authorization from Swiss authorities, and or from the Merchants country Authorities, and or the Authorities of the Merchants customer country. The Merchant must at all time assess the legal framework of his activities and get proper licenses/authorization prior to start conducting his business. In the case that the Merchants activities fall under the Regulated category, the official license/authorization will have to be provided to Swiss Wallet SA for its perusal. Non Accepted Activities: In order to ensure a 100% compliance with current and future regulations, Swiss Wallet SA has prescribed and may update its list of Non Accepted Activities at any time without prior negotiation with the Merchant. Non Accepted Activities include all Illegal and or Criminal Activities according to international and local laws of all the parties involved in the transaction, as well as other activities deemed of high risk. A non exhaustive list of such activities is provided here under: -All and any illegal or criminal activity. -Gambling, lotteries, sports bets or any form or any offer based on luck. -Adult Business or Adult related/promoting business. -Pharmacy or Paramedical or health related products. -Weapons and firearms products -Tobacco and cigarette and or any smokable products. -Health hazardous products (products containing lead or other toxic elements) -Products/services promoting hate and or violence in any form. -Credit and or debt collectors, refinancing agencies and any finance product/service. -Esotericism and Occult related services. -Religious and or Politically exposed persons/organizations.

Restricted Activities: Due to some specific cases where the legal context is not clear, and in which case a favorable Legal opinion from a recognized Law Firm can be provided by the merchant, an otherwise Non Accepted activity could be accepted with some restrictions and thus qualify as a Restricted Activity. The decision to qualify a Non Accepted activity as a Restricted Activity is under the sole discretion of Swiss Wallet SA, likewise the restrictions applied to such activity are decided by Swiss Wallet SA. I hereby certify that I accept the Business Activities policies of Swiss Wallet SA and that I will not bias the presentation of my activities in a way to avoid the informed restrictions.

Date: 15 / 09 / 11 Signatory Name: _Rie Kubouchi_________ Signature: ______________ ( () () (//) () ()

Annex 3 Due Diligence Documents: Swiss Wallet SA implements all the Due Diligence requirements recommended by the Swiss regulators and may ask for additional documents or information when the company deems it necessary. All the documents listed here under are to be physically presented as originals to our Compliance Office. Or are to be sent in Notarized/Certified True Copies to our compliance office in Geneva Switzerland. Documents for Personal Account owner, and the signatory of a company account: -Certified true copy of valid passport or national Identification card. -Original or certified true copy of a utility bill dated of less than 3 months. -A resume or CV and if possible copies of business or commercial reference letters. -A complete description of the business activities with a URL or a brochure/catalog. Documents for corporate entity (All documents must be notarized): -Certificate of incorporation -Certificate of incumbency -Certificate of good standing (if company has more than 6 months existence) -Memorandum and Articles of Association (or Bylaws) -Appointment of the Director(s) by the Subscriber(s) -Register of Directors -Register of Shareholders -Power of Attorney (if Nominee Director involved) -Declaration of Trust (if Nominee Shareholder involved) -Declaration of the Ultimate Beneficiary (by the Director) -Personal Documents of the Ultimate Beneficiary (if Nominee Shareholder involved)

Special cases: In certain circumstances some of the required documents may be difficult to obtain by the Merchant, in which case a written and signed explanation shall be provided to inform of the reasons that can explain the absence of those documents. The acceptance or refusal of the said situation is to the sole discretion of the company.

I hereby certify that I will provide true copies of any and all documents that may be required by the Compliance department of Swiss Wallet SA, and hereby testify that I will in no way provide fake information or documents.

Date: 15 / 09 / 11 Signatory Name: _Rie Kubouchi_________ Signature: ______________ ( () () (//) () ()