PROCESSING AGREEMENT

THIS PROCESSING AGREEMENT (This "Agreement") is made and entered into this ______day of____________,20 ___by and between _________________________________________________(Mortgage Broker), a U.S. company hereinafter referred to as "the Broker" and Perfect Processing

RECITALS

WHEREAS, Perfect Processing has substantial experience processing mortgage loan applications and is interested in processing mortgage loan applications and arranging for funding of loans originated by the Broker in accordance with the terms set forth below.

WHEREAS, the Broker is in the business of brokering mortgage loan applications and desires to enter into a contractual arrangement with Perfect Processing pursuant to which Perfect Processing will process the Loans submitted to Perfect Processing by Broker.

NOW THEREFORE, for and in consideration of the mutual covenants and conditions herein contained and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows:

1. Duties of Broker. Broker shall: (i) take and complete the application for the Loans (the "Application"), (ii) collect the Application fee; (iii) pre-qualify the applicants for the Loans (the "Applicant"); (iv) pull tri-merge infile credit report, or Messori Enterprises can pull tri merge for additional fee; (v) collect W-2's, pay stubs, bank statements, tax returns (vi) designate which appraiser Perfect Processing shall use and pay such appraiser directly; (vii) complete and timely forward of the initial good faith estimate; (viii) deliver to Perfect Processing within one business day of the Application, the Application together with all other documents and information referenced in this paragraph (collectively, the "Loan File"), to be processed by Perfect Processing.

Broker is also responsible for the following: (i) choosing an appropriate investor for Perfect Processing to submit the loan to; (ii) locking in interest rate with the investor (iii) gathering additional items from the borrower as outlined on the "additional items needed list" as provided by Perfect Processing, (iv) verifying accuracy of closing fee sheet; (vi) forwarding all original documentation to Perfect Processing or investor as requested.

2. Duties of Perfect Processing: Perfect Processing shall, immediately upon receipt of the Loan File via electronically or hard file, begin processing same for closing, which shall include the following: (i) preparation and delivery of Truth-in-Lending disclosures (except for the initial good faith estimate); (ii) ordering verifications of employment, deposit, and rental or mortgage history; credit report updates or full RMCR (iii) ordering appraisal and flood certification; (iv) ordering FHA/VA case numbers; (v) ordering title reports; (vi) entering data into LP/DU origination a system as directed by Broker (vii)ordering and assembling such other information needed to fully process the Loan; (viii) delivery of the Loan File, fully processed (the "Processed Loan File") to the Lender's investor, as the case may be, for final approval; (ix) scheduling of closing and completion of fee sheet.

3. Contact with Applicant. Perfect Processing acknowledges that the Applicant is proprietary to the Broker; however, Broker agrees that Perfect Processing may contact and otherwise discuss the respective Loan File with and obtain information from the Applicant.

4. Fees. Broker shall pay to Perfect Processing the total amount of $400.00 for all loan files payable as follows: (i) a draft in the amount of $100.00 payable to Perfect Processing shall be included with the Loan File when delivered to Perfect Processing; (ii) $300 shall be due and payable at closing, i.e. paid by the closing agent to Perfect Processing . Loans outside the Charlotte metropolitan area will incur an additional fee of $25 to cover long distance phone calls. If Closing Agent fails to pay Perfect Processing or includes Messori Processing fee in Broker check, Broker shall pay Perfect Processing directly and within seven calendar days of funding. Non-Conforming (B,C,D Paper) processing fee of $200 shall be due and payable when Loan File is delivered to Perfect Processing and balance of $200 is due and payable at closing, i.e. paid by the closing agent to Perfect Processing or paid by Broker within seven calendar days of funding.

5. Additional Expenses Incurred. Perfect Processing agrees to pay for normal operating expenses involved with processing loan applications for the Broker. If excessive expenses are incurred such as copying expenses in excess of 2 copies per loan application, other unforeseen expenses in connection with processing loan application for the Broker, Perfect Processing may submit a detailed bill to the Broker for reimbursement within 15 days of receipt for such expenses incurred. Messori Processing will charge a $15 copy/transfer fee for each additional investor that a file must be submitted to in excess of the original submission. The Broker shall pay directly to Messori Processing an additional $100.00 plus any incidental charges as mentioned above for all Loan Files, immediately upon cancellation, if the Loan File has been submitted to the Underwriter and approved. There will be no additional fees incurred other than the opening fee of $100 if the Loan File cancels prior to underwriting submission or upon denial. Perfect Processing shall not be responsible for any incidental charges necessary for processing the Loan File including, without limitation, courier or overnight fees involved in forwarding the Processed Loan File or any other documents to the Company, its investor or any other party. In this regard, Broker shall provide Perfect Processing, Broker's Federal Express (or other overnight courier) and same day messenger, billing numbers and hereby authorize Perfect Processing use of same in connection with the processing of the Loan Files.

6. Representations and Warranties. Each party represents to the other that the respective duties and obligations of each party shall be performed in a prompt and professional and prudent manner in accordance with all applicable state and federal regulations, including without limitation, the Real Estate Settlement and Procedures Act of 1974 and the Federal Truth-in-Lending Act. All loan information between parties to this agreement will be confidential and not sold to or discussed with parties outside of this agreement. Perfect Processing further warrants that it will not solicit any of the borrowers whose loan applications are submitted to Perfect Processing for the purpose of obtaining loans for such persons. Perfect Processing will not convey or transfer any loan application to any other brokerage company without specific written permission from the Broker.

7. Nature of Relationship, Perfect Processing and Broker acknowledge that at all times they are operating as independent parties. Nothing contained herein shall constitute a partnership or joint venture between Perfect Processing and Broker. Broker acknowledges that Perfect Processing is not an employee of the Broker but operating as an "Independent Contractor". Perfect Processing , may, from time to time, fill out order forms on behalf of the Broker in order to secure appraisals, credit reports, verifications of employment, deposit and rent or mortgage history, insurance certificates and other documents necessary to perform its processing obligations. The Broker agrees to accept 100% financial responsibility for any and all documents ordered in connection with the processing of their loan applications by Perfect Processing.

8. Termination. Either party upon 30 days prior written notice may terminate this Agreement. If either party terminates this Agreement, Perfect Processing agrees to promptly deliver to the Broker all Loan Files currently being processed, and all Loan Files which have closed, in exchange for a check for all work performed by Perfect Processing

9. Indemnification. Each party agrees to indemnify and hold the other party harmless from and against any and all claims, demands, liabilities, causes of action and expenses, including attorney's fees, relating to or arising out of or in connection with such party's breach of representations and warranties or other term or provision of this Agreement.

10. Binding Effect. This Agreement shall be binding upon and insure to the benefit of the parties hereto and their respective successor and assigns.

11. Notices. All notices hereunder shall be in writing, shall be deemed given on the date of service if served personally on the party to whom notice is being given, or on the second day after mailing if mailed to party to whom notice is being given by first class mail, return receipt requested, postage prepaid and addressed as follows:

If to Perfect Processing, 143 Greenridge Road, Lake Wylie, South Carolina 29710

If to Broker:

Company :_______________________________________________________________

Name:______________________________ Address: ______________________________ ______________________________ Telephone#: ______________________________

Fax #: ______________________________ E-Mail: ______________________________

12. Severability. If any provision of this Agreement is held to be invalid or unenforceable, such holding shall not affect the remainder of this Agreement, which shall be enforced to the fullest extent practicable.

13. Attorney's Fees: In the event of a dispute concerning the subject matter hereof, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees incurred in litigating or otherwise resulting the dispute.

14. Time is of the Essence. Time is of the Essence of this Agreement.

15. Entire Agreement. This Agreement expresses the entire understanding of the parties concerning the subject matter hereof and may not be modified or amended except by written notice executed by the parties.

Perfect Processing By: ________________________________ Pamela Messori, CEO

By: _________________________________ Printed Name:_________________________ Its:______________________________