BRANCH MANAGER AGREEMENT

THIS AGREEMENT made at ...................... this .................. day of .................... 2015 between Affluence Shares And Stocks Pvt. Ltd., a company incorporated under the Companies Act, 1956 and having its registered office at ......................... hereinafter called the company of the ONE PART and X son of ........................... resident of ........................ hereinafter called Mr. X.

1. TERMS OF EMPLOYMENT

Employer hereby employs Branch Manager and Branch Manager accepts employment with Employer. Employer and Branch Manager agree that this employment shall be at will and is subject to termination by either Employer or Branch Manager at any time, for any reason, with or without cause or notice other than required by law.

2. DUTIES OF BRANCH MANAGER

(A) is hereby employed as a Branch Manager for Employer and as such shall actively solicit, originate, negotiate, secure, process, and administer and perform duties requested by Employer.

(B) Operate and maintain the Branch Office in accordance with the provisions of the lease or occupancy agreement for the Branch Office;

(C) Display the Company’s sign including the logo of the Company prominently at the Office;

(D) Branch Manager shall devote his/her productive time, ability, and attention to the business of the Employer during the term of this Agreement. Branch Manager shall not directly or indirectly render any services of a competitive nature to any other person or organization, which is a competitor of the Employer whether for compensation or otherwise, without the prior written consent to Employer.

(E) Supervise and maintain employee records for and recommend the hiring and firing of all Branch Office personnel;

(F) Maintain such records as Company shall authorize Branch Manager to operate on behalf of Company;

(G) Coordinate with Company’s staff to assure the transparent flow of accurate information on a timely basis and to otherwise assist in the processing, underwriting and closing of clients; Branch Manager shall have the sole responsibility of the Branch Office staffed by the Branch Manager. This responsibility shall include, but not limited to, the profitability of the branch office.

Branch Manager shall not have the authority to charge any expenses to the Employer without written approval of Employer. Branch Manager shall have the sole responsibility for all other reasonable and customary business expenses desired to be incurred by Branch Manager in the course of Employer’s business in excess of those approved in writing by Employer, and may deduct such immediately provide Employer with the copies of pertinent/necessary documentation reflecting any agreements as well as maintain copies at the Branch office for which Branch Manager is responsible. All records and documentation of Employer of any kind whatsoever are the property of the Employer and shall not be removed from the office by Branch Manager.

(H) All advertising and advertising copy shall be approved by Employer, prior to such advertising being placed or distributed, unless sent, faxed, emailed or given to Branch Manager for such express purpose.

(I) All forms and documents used by Branch Manager in carrying out this Agreement must be promulgated by Employer.

(J) All monies received by Branch Manager for Employer or to be held for others shall be made payable to Employer and received in trust by Branch Manager for Employer and shall be delivered immediately to Employer. No bank accounts shall be opened by Branch Manager in Employer’s name.

3. BRANCH EXPENSES

All vendors and major expenses which exceed daily supply use be utilized by the Branch must be pre-approved by an officer of the Employer, except the ordinary and necessary daily use expenses for office supplies, office equipment, sales leads, transportation, copying expenses and similar overhead. Any and all agreements, contracts or arrangements with such other vendors must be approved and executed by an officer of Employer. Branch Manage r is NOT authorized to enter into any contractual or financial agreements on behalf of Employer. Branch Manager shall not obligate to Employer to pay any sums to any party without the express authorization of an officer of the Employer. Branch Manager shall be held personally responsible for any costs or expenses for which any of the above referenced approvals are not obtained.

Employer shall not be responsible for any costs, fees, or expenses of Branch Manager incurred in the operation of the Branch Office, unless stated otherwise in writing. The Branch Office shall use the Employer’s name, stationary, and logos.

There shall be no reimbursement to Branch Manager for any items billed to Employer, unless previously approved by an officer of Employer and request must be accompanied by an original invoice with receipt as paid in full by vendor. Branch Manager shall be reimbursed for pre-approved expenses upon presentment to Employer.

4. CONFIDENTIALITY

Branch Manager, during the term of employment under this Agreement, will have access t o and become familiar with various company terms, forms, procedures, and records, which are owned by Employer and which are regularly used in the operation of the business of the Employer. Branch Manager shall not disclose, nor reproduce any of the afore stated company forms, which are forbidden to be reproduced including procedures, or records, nor use them in any way during the term of this Agreement except as required in the course of Branch Manager’s employment, and at no time thereafter.

All files, records, documents, drawings, specifications, proprietary information, and similar items relating to the business of Employer, whether prepared by Branch Manager or otherwise coming into Branch Manager’s possession shall remain the exclusive property of Employer and shall not be copied or removed from the premises of Employer under any circumstances whatsoever without the prior written consent of the Employer.

5. COMPETITION

During the term of this Agreement, Branch Manager shall not, directly or indirectly in any manner, either as an Employee, Employer, Consultant, Agent, Principal, Partner, Stockholder, Corporate Officer, Director, or in any other individual or representative capacity, engage or participate in any business competing in any manner whatsoever with the business of Employer.

During the term of Branch Manager’s employment and upon termination of employment by branch Manager or Employer, and for a period of one (1) year thereafter, Branch Manager shall not either directly or indirectly interfere with the business of Employer, nor shall Branch Manager solicit, attempt to hire or hire any other personnel or employees of Employer or any of its subsidiaries or affiliates, except for Employees working in the Branch Office of Branch Manager without written approval of Employer.

6. RULES AND REGULATIONS

Branch Manager agrees to conduct business and regulate habits, working conditions, and procedures in a manner which will maintain and increase the goodwill, business, profits, and reputation of both Employer and its staff.

Branch Manager is required to maintain certain books of account, logs, and other business records, (hereafter “books and records”) as promulgated by Management. These books and records are and shall remain the property of the Employer during and beyond the term of this Agreement. Employer’s representatives may inspect Branch Office books and records during regular business hours to confirm the accuracy of the accounting furnished by the Branch Office and to determine whether the Branch Manager is in compliance with the provisions of this Agreement.

Branch Manager agrees to file with Employer any other reports as Employer may request from time to time within a reasonable period of time after the request is made by the Employer.

Any amendments to this Agreement must be executed by Employer and Branch Manager and shall supersede any and all other agreements by and between the parties.

7. ASSIGNMENT OF DUTIES

Branch Manager may not delegate their duties and responsibilities under this Agreement to other employees or staff without the written consent of Employer.

8. TERMINATION OF AGREEMENT

Branch Manager shall have “at will” employment with Employer. This agreement shall continue until terminated by the parties. This Agreement, and the relationship created hereby may be terminated by either party hereto with or without cause at any time upon thirty (30) days written notice. Except as otherwise provided herein the rights of the parties hereto any fees or compensation which were earned or accrued prior to the termination of this Agreement shall not be divested by the termination of this Agreement.

Branch Manager understands and agrees that whatever pipeline exists at the time of the termination is and shall remain the property of the Employer. Branch Manager shall not solicit prospective clients from the pipeline. In the event that the Branch Manager solicits or attempts to solicit clients in Employer’s Branch Office pipeline, it shall be considered an action to cause Employer monetary damages and Employer will seek such remedies as afforded by law.

9. MISCELLANEOUS

(A) The validity, construction and performance of this Agreement shall be governed and construed in accordance with the prevailing laws of India applicable to contracts made and to be wholly performed within such state, without giving effect to any conflict of law’s provisions thereof. The Civil & criminal courts located in Ahmedabad, Gujarat shall have sole and exclusive jurisdiction over any disputes arising under the terms of this Agreement.

(B) Any notices or communications required or permitted to be given hereunder may be delivered by hand, deposited with a nationally recognized overnight carrier, electronic-mail, or mailed by certified mail, return receipt requested, postage prepaid, in each case, to the address of the other party first indicated above (or such other addressee as may be furnished by a party in accordance with this paragraph). All such notices or communications shall be deemed to have been given and received (a) in the case of personal delivery or electronic-mail, on the date of such delivery, (b) in the case of delivery by a nationally recognized overnight carrier, on the third business day following dispatch and (c) in the case of mailing, on the seventh business day following such mailing.

(C) This Agreement is personal in nature, and neither party may directly or indirectly assign or transfer it by operation of law or otherwise without the prior written consent of the other party, which consent will not be unreasonably withheld. All obligations contained in this Agreement shall extend to and be binding upon the parties to this Agreement and their respective successors, assigns and designees.

(D) The receipt of Confidential Information pursuant to this Agreement will not prevent or in any way limit either party from: (i) developing, making or marketing products or services that are or may be competitive with the products or services of the other; or (ii) providing products or services to others who compete with the other.

(E) Paragraph headings used in this Agreement are for reference only and shall not be used or relied upon in the interpretation of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

For, Affluence Shares And Stocks Pvt. Ltd For, MR X

Employer Date Branch Manager Date