INTRODUCTION: FIRSTBROKER FINANCIAL's online commercial network systems expressed purpose is to benefit investors, lenders and brokers in developing fast and effective communications with owners, brokers, developers and principals. As a broker correspondent or lender you may communicate funding requirements within this international network to organize and streamline financing of viable projects, properties and provide venture capital. Conversely in seeking funding you are appropriately allowed direct communication with lenders and investors.

SIGN-UP & APPROVAL: To sign up as a broker associate, principal or lender ( Sign Up ) takes only a minute or two and you will be able to begin your business relationship with FBN. You and your company will be able to access your information, select from Available Projects and communicate with principal parties on selected projects. Your USERNAME, which the email address you will sign up with and a PASSWORD you select is all that is required to access the site. These are required when you login to the system. Remember Passwords are CAsE SENsitivE.

PROJECT SUBMISSION: If you are interested submitting a project to be funded you may enter in the information in our New Loan Funding Questionnaire to http://www.firstbroker.net/index.php/module/Site/action/Questionnaire . FBF will present your project information for review and selection ASAP.

SECURITY: When you enter the www.firstbroker.net site you will be able to login with your email address and a password of "yourpassword". Sign-up with FBN by using the following URL ( Sign Up ) To begin a relationship as a Broker Correspondent or Direct Lender a standard Non-Circumvention Nondisclosure Agreement (NCND) is available at http://www.firstbroker.net/forms/ncnd03.htm. This document is important to establish a professional working agreement with FBF and is required to be in place for the protection of our partners, yours and your clients' interests. During the interim until an online version is available for agreement please email a type signed copy to info@firstbroker.net. For Principal Brokers, Agents, Developers or Owners you may have direct communication with funding sources upon submission The inclusion of an NCND will further your certification and reputation within FBN.

FUNDING PROCEDURES: FBF conducts a primary review of a “Project” to determine if it meets standards for inclusion into the Available Projects list. It will then be placed within our password protected system as an Available Project and become available to Associate Partners; Brokers and Lenders for selection. Projects are provided exclusively in most cases to the Associate Partner until there is a reasonable conclusion. FBF will approve the Lender through its fiduciary capacity and under the implied or specific directions of the Client / Principal to insure proper placement with the best chance of funding. The Associate Partner is expected and required to be forthright and truthful in the ability to fund the project. The Client's contact information will be given to the applying Associate Partner found most suitable and most capable of funding the project. This will be determined at the complete discretion and the sole responsibility of FBF.

PRINCIPAL CONTACT: The exclusive project review stage for a Associate Partner i.e. Certified Broker Correspondent or Direct Lender, is generally 10 to 20 Business Days. This period of time will be used to determine the merits of this project and develop a Fee Agreement and an LOI, "Letter of Intent". In this time period the Principal is notified of the selection of the project by the Lender and is given the Lender's contact information. It is important to note that the Project has been selected by an Associate Partner / Lender and it is not being "shopped" with hundreds of other loan requests with little chance of being processed. Therefore, both parties in this type of transaction are required to be more responsible and accountable. FBF is the intermediary in this process and its function is to maintain the FirstBroker Network for communication and administration of the process but not to be involved directly in transactions between Principal and Lender at this stage unless required by either one for clarification or the addition of information. The funding process requires time for analysis, structuring and negotiation and depending upon the type of funding process required underwriting may occur within one month to nine months. Adaptation, re-negotiations, flexibility and patience are required during this period of placement to funding. Successfully funded projects are created by clear and continuous communication between principals and maintaining professional diligence through the review process.

ACCOUNT ADMINISTRATION: As explained when a Lender receives a Project either through direct selection by FBF or requests a Project as the funding source that Account or "Project" is removed from "Available Projects" and the Lender is given the freedom and responsibility to work with the principals and or the principal's broker(s). This 10 to 20 Business Day period is for initial contact and working through a preliminary fee agreements and resulting in a LOI, Letter of Intent. It is required that FBF know the Correspondent Broker has a specific relationship with a DIRECT FUNDING SOURCE as a contracted CORRESPONDENT in mind for this project. The position of Firstbroker Financial (FBF) is as a fiduciary and intermediary for all our clients whether they are Lenders, Broker Correspondents, Mandated Brokers, Agents or Principals and to provide access to information required to fund commercial projects. Consequently FBF is empowered to reject, replace, restructure and remove from our system the Projects and or accounts of Brokers, Lenders and Principals who abuse the system or are in violation of the NCND and or in any other manner working against the fiduciary responsibility this profession requires. FBF's primary duty is to promote, maintain and manage the accounts of Owners, Principals and Brokers who are submitting legitimate projects with a significant chance for funding and also promote and establish relationships with qualified funding sources to fund such projects.

MANDATES: FBF receives hundreds of millions of dollars in requests for funding a week and often these projects may be very similar or point to projects which have been submitted by a broker or principal beforehand. Our policy on situations such as these are to work with the individual who has obtained the strongest and most current "Mandate" from the Principal(s). Often it is the same project submitted earlier but it has been restructured through a broker's influence and experience. The broker's direct involvement and the power of the mandate will secure our attention. The submitting office will be notified ASAP if the project is being reviewed or the status of the previous submission.

BROKERAGE FEES: FIRSTBROKER is a commercial loan brokerage and paid through the proceeds of completed projects. All commissions and brokerage fees are to be paid directly to FIRSTBROKER by the Paymaster, Title Company or Agent and FIRSTBROKER is required to be a signer on the Commission Fee Agreement and listed on the Settlement.

COMMISSIONS paid to FIRSTBROKER
When directly representing Principal/Owner/Developer a minimum of 1% of All Funding unless otherwise agreed.
When engaged through Borrower's and Lender's side Brokers 25% of All Broker Fees.

PRINCIPALS: As a commercial brokerage FIRSTBROKER often represents principals as the procurring cause and directs the loan application to a Broker Correspondent, Consultant, Investor or Direct Lender . In these cases FIRSTBROKER charges a minimum (1%) commission of the funding amount of projects above $1 million USD. On amount under 1 million USD the fees charged will be a minimum of 1% which shall be equal to at least 25% of total Lender and Broker fees. FBF requires Lenders to disclose and recognize on the lender's fee agreement, contract and settlement statements to the Paymaster as being the Principal's Broker of Record. The Broker Correspondent on behalf of the Lender and or the Direct Lender will insure this information is provided to the paymaster or Title/Escrow company and is contained on all documents, fee agreements and instructions so that FIRSTBROKER shall receive appropriate compensation for services rendered. Furthermore, fee agreements on all subsequent and or additional funding that are placed with Associate Partners of FBF by principals or their agents are considered BINDING on said additional funding or upon future projects whether or not a specific fee agreement has been agreed to. It is the duty and the obligation of the principal to insure that FBF is made aware of additional project funding and negotiations and secure fee agreements and communicate project information through the FirstBroker Network system.

FEE AGREEMENTS: The Representation of Brokers who select and request Projects from the FirstBroker Network to fund must be "Funding Side Broker Correspondents." Broker commissions must be paid through the funding sources and not based upon secondary "Fee Agreements" or any type of up front charges. Any action to otherwise demand, require or expect fees, up front or at closing from the Principal or Owners of a project listed herein is strictly forbidden. All subsequent broker fee agreements with principals and owners without the consent of FBF are considered invalid, a breach of conduct in alignment with the NCND, Section 4. Guarantee and unprofessional behavior. Exceptions are permitted only upon full disclosure and prior approval of FirstBroker Financial.

CORRESPONDENTS: In many cases a Broker Correspondent will deal directly with clients of FBF either the Brokers, Owners or Principals. Under this scenario the Correspondent is directly representing FBF as an Associate Partner and must follow these Terms and Conditions in the protection of the Interests of FBF. Fees and Commissions will be imposed as required above and any negligence or misunderstanding on the Broker Correspondent's (Associate Partner) side will be their responsibility to resolve and provide FBF with appropriate compensation.

FUNDING PROCEDURES:

1. Make initial "Contact" with the principals; owner / broker / developer and determine status.
	A. Login into the Network and view projects by clicking on AVAILABLE PROJECTS. B. Click on the Blue Project # & determine if this a suitable project to fund. C. If the project is suitable with your initial criteria APPLY for the project. D. Upon acceptance an Email will be sent and you may click on the link or E. Go to the MEMBER MENU select +FUNDING under the PROJECTS area to find the information. F. If the Project is suitable and you are able to proceed go to Step 2 below. F. If the contact period continues past 20 Business Days the Principal and Lender will be released or removed from exclusive interest.
2. Request the Principal's "Package" Information and make a secondary determination of funding status.
	A. At this stage FBF expects communication and negotiation to be between Lender and Principal directly. B. Both parties are expected to update STATUS REPORTS as communications between principals and lenders. C. Each Status Report is sent to FBN and the other party engaged in the project funding. D. Due Diligence is the responsibility and must be accomplished at the expense of the Lender and or Principal. E. If the project owner or Lender are unable to continue either party may release the project.
3. Structure and deliver a Fee Agreement and a Funding "Commitment" to the Principal for acceptance.
	A. The Commitment must include all parameters of financing and be in preparation for Closing Documents. B. The Brokers involved must submit their Commission and Fee Agreements for inclusion in Lender's Settlement Statement. C. Principal and Lender sign and agree to the terms and the Agents listed on the Fee Agreements which will be included in Settlement Statements. D. The Lender contacts the Principal directly and completes the paperwork and underwriting required with necessary signatures and information.
4. Completion of the "Closing" Documents and transfer of Funds to Principals and Participants.
	A. The Lender prepares "Closing" Documents including Fee Agreements, Closing Procedures and Banking Information. B. The Principal Borrower sign necessary documents and agreements. C. Funds transfer as indicated within the signed and approved Closing Documents and Project Funding is finalized according to final instructions.