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Freedom Club USA

AMBASSADOR INDEPENDENT CONTRACTOR AGREEMENT


This Independent Contractor Agreement (the "Agreement") is made and entered between an independent contractor, hereafter referred to as "Contractor", and Freedom Foundation USA, LLC (FFUSA) dba Freedom Club USA, a Nevada Limited Liability Company with a primary office located 2533 N. Carson St., Carson City, Nevada, 89706 with primary mailing office at 4002 Hwy 78, Suite 530-321, Snellville, GA 30039, hereafter referred to as "Company". Upon signature acceptance by both parties, this agreement replaces any existing Ambassador, Referrer or Consultant Independent Contractor agreement between the parties for all future business. FFUSA and FCUSA are synonymous throughout this agreement. In consideration of the covenants and conditions hereinafter set forth, Company and Contractor mutually agree as follows:

1. PROVISIONS As a non-exclusive Independent Contractor, with no territorial limitations, Contractor shall find and refer potential prospects to FCUSA using the following guidelines:

A. Ambassador Guide

1)

1) Ambassador must be a member of FCUSA. 2) Member may select the Ambassador agreement during membership enrollment or at a later time. 3) There is no fee to enroll as an Ambassador. 4) Your member number will be your Ambassador number 5) Once accepted, confirm your Ambassador number plus First Name and Last Initial is in the drop down on order page, 6) Send prospects to www.freedomclubusa.com 7) Direct them to Monday Calls and Wednesday Calls. 8) Guide them to the Ordering Page and provide them your Name and number. 9) Order your own process 10) Simply explain the benefits of FCUSA, leave the how it works to the site.

* Tell not sell or spam * Only FCUSA pre-approved advertising is allowed

B. Continuing Your Training


1) Learn basic asset protection from member pages and live/taped calls Hone computer skills (Word, Excel, Email, Contact Manager) Accomplish website familiarity and browsing complete Study Guides Get familiar with Shortcuts in right column to direct prospects for information Expand your warm market thru day to day contacts, groups & social events (do not sell or spam educate and be their guide)

2) 3) 4) 5)

Contractor is NEVER authorized to sell. Educate prospects only with the guidelines above. Further education is the role of the prospect from the site and calls. It is always their decision to proceed or not with a membership or process. 2. MISSION The mission of the Ambassador is to create awareness with personal contacts (no spamming) and become familiar with the entire process. This is a stepping stone and training ground to be considered for management opportunities with upcoming FCUSA benevolent projects.

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3. TERM This Agreement shall commence on the date of acceptance by Company and shall expire one year from the date of commencement. The agreement shall automatically renew annually unless terminated by either party. Contractor agrees to perform services as described above. Either party may terminate the agreement for Contractors services at any time without cause and without further obligation to Contractor except for payment due for contracts submitted prior to date of such termination. Notifications of termination may be sent via Email, US Mail or fax to the last known address of the other party. Termination of this Agreement or termination of services shall not affect the provisions under Sections 5 thru 10, hereof, which shall survive any termination. 4. PAYMENT Contractor will be paid for the services performed under this Agreement as outlined below: Referral defined: A referral is defined as a prospect directed to FCUSA by an Ambassador who subsequently purchases a membership and/or educational programs. You will be notified initially by email and subsequently by online access when one of your prospects acquires a membership or educational program. Qualifying programs: FCUSA membership and AR (Administrative Remedy educational programs i.e. mortgage, credit card, auto, student loan and IRS programs and future announced programs) qualify for Ambassador commissions. Pre-funding Commissions: Ambassadors will be paid upfront commissions prior to funding only: Each new membership: $100 Each members AR: $500 Plus, Ambassador will earn backend Post-funding commissions described below and per Schedule A. Post-funding Commissions: Ambassadors will be paid exclusively on backend commissions. Mortgages, IRS and CRA: Direct business by Ambassador: $25,000 each AR Sponsored business (one level): $8,500 each AR Credit Card, Auto Loans, Student Loans, Leases: Direct business by Ambassador: $10,000 each AR Sponsored business (one level): $3,500 each AR See Schedule A for examples. Sponsoring: Each Ambassador (A) may invite their members to become an Ambassador (B) who will bring new members. Ambassador (A) will receive commissions from Ambassador (Bs) personal ARs plus the ARs of Ambassador (Bs) members as per Schedule A.

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Schedule A

Ambassador A sponsors 2 Ambassadors


Commissions from Ambassador B: $ Commissions from Ambassador C: $ Total $ 1,025,000 1,005,000 2,030,000

Exam ple Only Actual results will va r y.

Ambassador B - Personal
Mortgages IRS Credit Cards Auto Loans Student Loans 3 1 8 4 1 $ $ $ $ $ 25,000 $ 25,000 $ 10,000 $ 10,000 $ 10,000 $ $ 75,000 25,000 80,000 40,000 10,000 230,000 $ 230,000 Mortgages IRS

Ambassador C - Personal
4 1 6 5 1 $ $ $ $ $ 25,000 $ 25,000 $ 10,000 $ 10,000 $ 10,000 $ $ 100,000 25,000 60,000 50,000 10,000 245,000 $ 245,000

Credit Cards Auto Loans Student Loans

Ambassador B invites 10 members who do similar processes

Ambassador C invites 10 members who do similar processes

10 Members Mortgages IRS Credit Cards Auto Loans Student Loans 3 1 8 4 1 $ $ $ $ $ 8,500 $ 8,500 $ 3,500 $ 3,500 $ 3,500 $ $ 10 Members $ 25,500 8,500 28,000 14,000 3,500 79,500 10 795,000 $ 795,000 Mortgages IRS Credit Cards Auto Loans Student Loans

10 Members 3 1 6 5 1 $ $ $ $ $ 8,500 $ 8,500 $ 3,500 $ 3,500 $ 3,500 $ $ 10 Members $ 25,500 8,500 21,000 17,500 3,500 76,000 10 760,000 $ 760,000

Ambassador A Commission $

1,025,000

$ Ambassador A Commission

1,005,000

Payment: Contractors will be paid every 2 weeks electronically to the US bank account coordinates that Contractor has provided through the FCUSA online payment registration page and then to the Contractors master account as it is established. 5. CIRCUMVENTION Contractor agrees not to circumvent the Company and directly contact or contract with any of the Principals or other vendors aligned with Company or in competition with Company, without the express written consent of Company. 6. WARRANTIES Contractor warrants that: Contractor's agreement to perform the service pursuant to this Agreement does not violate any agreement or obligation between Contractor and a third party; and The services as delivered to the Company will not infringe any copyright, patent, trade secret, or other proprietary right held by any third party; and The services provided by Contractor, the Company, or its Principals, shall be performed in a professional manner, and shall be of a high grade, nature, and quality; and The Contractor will not solicit or accept any additional compensation or trade from a referred client or from any source. Specifically, no agreements, written or oral, can exist before or after the signing of this agreement that commits the referred client to pay any additional compensation to the Ambassador.

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7. INDEMNITY Contractor agrees to indemnify, defend, and hold the Company and/or its Principals and its(their) successors, officers, directors, agents and employees harmless from any and all actions, causes of action, claims, demands, cost, liabilities, expenses and damages (including attorneys' fees) arising out of, or in connection with any breach of this Agreement by Contractor. 8. RELATIONSHIP OF PARTIES Contractor is an independent contractor of the Company. Nothing in this Agreement shall be construed as creating an employer-employee relationship, as a guarantee of future employment or engagement, or as a limitation upon either partys sole discretion to terminate this Agreement at any time without cause. Contractor further, agrees that, if the Contractor determines that he/she is a taxpayer, or is a party made liable, then the Contractor shall be responsible for all of Contractor's federal and state taxes, withholding, social security, insurance, and other benefits. 9. OTHER ACTIVITIES Contractor is free to engage in other activities, provided that Contractor does not engage in any such activities which replicate the representation, sales, or delivery of services being provided by the Company to Companys Principals, are inconsistent with or in conflict with any provisions hereof. Further, Contractor specifically agrees that upon acceptance by the Company of the new members agreement and/or benefit(s) contract, that he/she shall not induce, or attempt to influence, directly or indirectly, any member of any club or user of the club benefits provided by the Principals, to terminate their contract with the Company and/or its Principals for any reason or at any time except if any legal impropriety by Company and/or its Principals is discovered. 10. MISCELLANEOUS Disputes. In the event a dispute shall arise between the parties to this agreement, it is hereby agreed that the dispute shall be referred to the American Arbitration Association or alternate service by agreement of the parties. The Federal Arbitration Act shall govern the arbitration procedure and not any one single law of any particular state law. The parties agree that any arbitration shall be held by an arbitrator with experience in contract and common law and the hearing shall be held in the closest county of the FFUSA mailing offices for arbitration in accordance with the applicable United States Arbitration and Mediation Rules of Arbitration. The arbitrator's decision shall be final and legally binding and judgment may be entered thereon. In any ruling and/or award the arbitrator shall provide a written opinion of the facts and conclusions of law and follow applicable law and judicial precedent. Each party shall be responsible for its share of the arbitration fees in accordance with the applicable Rules of Arbitration. In the event a party fails to proceed with arbitration, unsuccessfully challenges the arbitrator's award, or fails to comply with the arbitrator's award, the other party is entitled to costs of suit, including a reasonable attorney's fee for having to compel arbitration or defend or enforce the award. This arbitration clause stands as an individual agreement, which is incorporated herein for the enforcement of the Membership Agreement(s), Non-Disclosure/NonCompete Agreement and any disputes arising thereof. Entire Agreement. This Agreement, contains the entire agreement and understanding between the parties hereto and supersedes any prior or contemporaneous written or oral agreements, representations and warranties between them respecting the subject matter hereof. Amendment. This Agreement and Exhibits may be amended from time to time by Company and notice shall be given to Contractor by posting on the FCUSA website. Changes take affect on the posting date of such changes. Severability. If any term, provision, covenant or condition of this Agreement, or the application thereof to any person, place or circumstance, shall be held to be invalid, unenforceable or void, the remainder of this Agreement and such term, provision, covenant or condition as applied to other persons, places and circumstances shall remain in full force and effect. Construction. The headings and captions of this Agreement are provided for convenience only and are intended to have no effect in construing or interpreting this Agreement. The language in all parts of this Agreement shall be in all cases construed according to its fair meaning and not strictly for or against either party.

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Rights Cumulative. The rights and remedies provided by this Agreement are cumulative, and the exercise of any right or remedy by either party hereto (or by its successor), whether pursuant to this Agreement, to any other agreement, or to law, shall not preclude or waive its right to exercise any or all other rights and remedies. Non-waiver. No failure or neglect of either party hereto in any instance to exercise any right, power or privilege hereunder or under law shall constitute a waiver of any other right, power or privilege or of the same right, power or privilege in any other instance. All waivers by either party hereto must be contained in a written instrument signed by the party to be charged and, in the case of the Company, by an officer of the Company or other person duly authorized by the Company. Remedy for Breach. The parties hereto agree that, in the event of breach or threatened breach of any covenants of Contractor, the damage or imminent damage to the value and the goodwill of the Company's business shall be inestimable, and that therefore any remedy at law or in damages shall be inadequate. Accordingly, the parties hereto agree that the Company shall be entitled to injunctive relief against Contractor in the event of any breach or threatened breach of any of such provisions by Contractor, in addition to any other relief (including damages) available to the Company under this Agreement or under law. Notices. Any notice, request, consent or approval required or permitted to be given under this Agreement or pursuant to law shall be sufficient if in writing, and if and when sent by mail or email, with postage prepaid, to Contractor's residence, or to the Company's principal mailing office, as the case may be. Assistance. Contractor shall, during and after termination of services rendered, upon reasonable notice, furnish such information and proper assistance to the Company as may reasonably be required by the Company in connection with work performed by Contractor.

IN WITNESS THEREOF, the Parties hereto have duly executed this Contract the day and year per the online registration date and the Signature (typed) on that form shall be deemed to be an executed contract upon the acceptance by FCUSA via an Ambassador number assigned and emailed to prospect.

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