1. Platinum Plus Financial Corporation Program Details

PLATINUM PLUS FINANCIAL CORPORATION

Platinum Plus Financial Corporation is the vehicle that the Globalink Network has constructed to provide for our member-to-member financial guarantee program. 

Purpose of Platinum Plus

The purpose of the Platinum Plus Program is to amass a pool of funds from which member companies may be compensated for money lost in the handling of a transaction for or with another member company that has become insolvent or has declared bankruptcy or otherwise disbanded. 

Platinum Plus will not pay to settle disputes between companies who remain in business except in extreme cases determined by the board of directors to be appropriate for consideration.  Such disputes must have been brought to the attention of Bill Siemens for resolution at least 60 days prior and must clearly indicate the intractability of one of the parties.  If such a claim is approved for payment, the claimant must sign over the debt to Platinum Plus for collection.

Compensation Limitation

The amount of compensation would be limited to US$20,000 per participating company from losses caused by one participating company, up to a maximum aggregate claim of 80 percent of the fund balance to be divided proportionately among the claimants.  As the fund builds and a history of experience is developed, the $20,000-per-company limit could be raised if the shareholders decide so at a future International Meeting.  Members could also vote to set a cap for the fund, after which time original members would no longer pay.  New members would pay for the number of years equal to that for which the founding members paid.

Controlling Authority

The Platinum Plus fund will be overseen by the Globalink Advisory Committee acting in the capacity of the initial Platinum Plus Financial Corp. Board of Directors.  The Board of Directors will also approve or reject claims against the fund by a simple majority vote, the results of which will be available to all parties involved.  All member companies must purchase one irrevocable share of Platinum Plus Financial Corp. at the price of US$1.00 and sign a stock purchase agreement which also states that they will agree to the decisions of the Board of Directors and hold harmless its individual members or Platinum Plus Financial Corp. itself, for the final determination.  In case of claim rejection, the member company will remain free to pursue any other means of collection at its disposal, and the decision of the board of directors should not be construed as having any legal bearing on the collection process.

Immediate notification of the Globalink membership will be given regarding any participating company against which claims are paid, and we will use all available means to recoup the money for the fund.

Corporate Structure

Platinum Plus Financial Corp. has been set up as a non-dividend-paying Texas Corporation owned equally by the participating companies, with the members of the Globalink Advisory Committee serving as the Board of Directors and Bill Siemens as the day-to-day administrator.  A shareholders’ meeting will be held at the October 2003 International Meeting, at which time the directors will be elected and retained for their specific terms by popular vote. 

Globalink will make no profit from the activities of the corporation and contributes its administrative services at no charge.

Cost and Eligibility Guidelines

The annual per-company contribution to the fund will be $500.  There will be no refund in the case of a member departing the Globalink Network for any reason.  All members of the Globalink Network, in good standing, will be eligible for full available coverage once they have paid the annual fee and have been a member of Globalink for at least three months. 

Fund Payout Restrictions

Checks will be written against the fund balance by the administrators only for: 

Fund Administration

Funds will be deposited in an interest-bearing account or board of directors-approved investment whose transactions will be open to the members of the board and any other Globalink, Platinum Plus Member Company desiring to see them. 

Disbanding of the Fund         

If the fund is ever disbanded for any reason and monies remain in the fund, they shall be paid out to all currently participating contributors on a pro rata basis.

2. Platinum Plus Financial Corporation Stockholders Agreement

STOCK PURCHASE AGREEMENT

THIS STOCK PURCHASE AND MEMBER-TO-MEMBER AGREEMENT (the “Agreement”) is made and entered into this day of ___________, 2005 by and between Platinum Plus Financial Corp., a Texas Corporation (hereinafter referred to as “Platinum Plus”) and _(Member)_______ (hereinafter referred to as “Purchaser”).

RECITALS

WHEREAS, Platinum Plus wishes to issue shares of stock to Purchaser as hereinafter provided;

WHEREAS, Purchaser wishes to purchase shares of stock from Platinum Plus as hereinafter provided;

NOW THEREFORE, in consideration of the mutual covenants, promises and agreements contained in this Agreement, and other good and valuable consideration, the parties hereto agree as follows:

1. ISSUANCE OF COMMON STOCK

A.     Shares to be Issued. Platinum Plus shall issue to Purchaser on (1) share of common stock of Platinum Plus.

B.      Purchase Price. The purchase price for the common stock shall be one dollar ($1.00).

C.      Payment of Purchase Price. Purchaser shall pay one dollar ($1.00) to Platinum Plus in the form of a check or international wire transfer.

2. MEMBER TO MEMBER PROGRAM

Platinum Plus and Purchaser agree as follows concerning the Platinum Plus Member-to-Member Program (“Program”):

2.1. Purchaser has read the Platinum Plus outline of the Program and understands the terms, conditions, and limitations of the Program and agrees to abide by them, as they are amended form time to time by Platinum Plus. ______ (Initials)

2.2. In particular, Purchaser understands that the Program’s compensation claim limit is $20,000 per member including all of it’s branch offices enrolled in The Globalink Network to a maximum of 80 percent of the balance of the amount in the Program for the aggregate claim, and the total claim paid to all claimants may be pro-rated to a lesser amount per each member if 80 percent of the fund balance in the Program is insufficient to cover the entire sum of all valid claims.

2.3. Purchaser agrees to indemnify and hold harmless all agents, officers, owners and board members of Platinum Plus for all decisions made pursuant to the evaluation of a claim involving the Program and for all other actions or inactions taken by them.  Purchaser also agrees to hold Platinum Plus harmless in the event of errors or omissions in the execution of its business.

2.4. Purchaser understands that its share of ownership of Platinum Plus and any contributions made will revert to Platinum Plus in the event Purchaser’s membership is discontinued in The Globalink Network or for any other reason at Platinum Plus’s sole discretion.

2.5. Purchaser will pay the annual contribution to the Program (US$500) within fifteen (fifteen) days after receipt of an n invoice. If the annual contribution is not received from the Purchaser by the 30^th day after the invoice is issued, the Purchaser’s eligibility in the program is suspended until said funds are received by Platinum Plus Financial Corporation.

2.6. Purchaser will present all disputes with other members of Platinum Plus to The Globalink Network, Inc. management for resolution within 90 days of the conception of the dispute prior to asking for compensation from the Program. Failure to notify Platinum Plus Financial Corp. within 90 days voids the member’s eligibility from the program.

2.7. Purchaser understands that Platinum Plus is a corporation owned by participating members and is completely separate and distinct from The Globalink Network.

3. NO PRESENTATIONS AND WARRANTIES OF SELLER

                Other than stated in this Agreement, Platinum Plus makes no representations or warranties to Purchaser.

4. REPRESENTATIONS AND WARRANTIES

4.1 Representations and Warranties of Platinum Plus: Platinum Plus represents and warrants  that:       

A.         Platinum Plus is duly incorporated and is in good standing under the laws of the State of Texas.

B.         All actions required of hereunder, including the execution of this Agreement and consummation of all transactions provided for herein, have been duly authorized by action of the directors and all such agreements and instruments executed pursuant thereto will be valid and enforceable in accordance with the terms hereof.

4.2. Investment Representation: Legends:

A.       Representations: Purchaser represents, warrants and covenants that:

(i)         Any shares purchased by Purchaser shall be for investment only, and not with a view to, or for sale in connection with, any distribution of the shares in violation of the Securities act of 1933 (the “Securities Act”), or any rule or regulation under the Securities Act.

(ii)        Purchaser has had such opportunity as it has deemed adequate to obtain from representatives of Platinum Plus such information as is necessary to permit it to evaluate the merits and risks of its investment in Platinum Plus and purchaser has reviewed all information requested.

(iii)       Purchaser is able to bear the economic risk of holding shares acquired pursuant to this agreement for an indefinite period.

(iv)        Purchaser understands that (A) the shares acquired pursuant to this agreement will not be registered under the Securities Act and are “restricted securities’ within the meaning of Rule 144 under Securities Act; (B) such shares cannot be sold, transferred or otherwise disposed of unless they are subsequently registered under the Securities Act or an exemption from registration is available; (C) in any event, the exemption from registration under Rule 144 will not be available for at least (2) years and even then will not be available unless a public market then exists for the Common Shares, adequate information concerning the shares is then available to the public, and other terms and conditions of Rule 144 are complied with; and (D) there is now no registration statement on file with the Securities and Exchange Commission with the respect to any stock of Platinum Plus and Platinum Plus has no obligation or current intention to register any shares acquired pursuant to this agreement.

B. Legend on Stock Certificate: All stock certificates representing shares of Common Shares issued shall have affixed thereto a legend substantially in the following form, in addition to any other legends required by applicable law:

“The shares of stock represented by this certificate have not been registered under the Securities Act of 1933 and may not be transferred, sold or otherwise disposed of in the absence of an effective registration statement with respect to the shares evidenced by this certificate, filed and made effective under the Securities Act of 1933, or an opinion of counsel satisfactory to Company to the effect that registration under such Act is not required.”

5. MODIFICATION. This Agreement CAN NOT be changed or modified unless the changes and or modifications are in writing and if consented to and executed by a 2/3^rd majority of the board membership.

6. SEVERABILITY. In the event that any part of this Agreement is determined to be invalid or unenforceable, the remaining provisions of the Agreement shall continue in full force and effect. If any provision of this Agreement is found to be invalid because it is unreasonably restrictive, the parties agree that such lesser restriction which is valid shall be substituted for the invalid provision.

7. ENTIRE AGREEMENT. This document contains the entire agreement between the parties concerning the subject matter hereto and not embodied in this document shall be of any force or effect.

8. ARBITRATION. Any controversy or claims arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration in accordance with the rules of the American Arbitration Association and judgment upon the award rendered may be entered in the highest court of the forum, state or federal, having jurisdiction. Such arbitration shall be held in Bexar County, State of Texas, USA.

9. GOVERNING LAW: This Agreement shall be construed in accordance with, and be governed by, the laws of the State of Texas.

10. NOTICES:  Notifications must be forwarded to the Globalink Network, 5715 Broadway, San Antonio, Texas, USA 78209, attention: Bill Siemens, by Certified return receipt mail and e-mailed to bsiemens@globalinknetwork.com.

o        Platinum Plus Financial Corporation will maintain an accurate, current list which includes all contract information under “member directory” at www.globalinknetwork.com for each member of the Platinum Plus Financial Corporation.

o        Each member of the Platinum Plus Financial Corporation is responsible to communicate and keep current its contact information with Platinum Plus Financial Corporation.  All changes of contact information must be submitted in writing by certified mail return receipt and by e-mail to Globalink Network, 5715 Broadway, San Antonio, Texas, USA 78209, attention: Bill Siemens, by certified return receipt mail and e-mailed to bsiemens@globalinknetwork.com.

o        All notices, request, demands and or other communications from any members to Platinum Plus Financial Corporation shall be in writing and forwarded by certified return receipt mail to Globalink Network, 5715 Broadway, San Antonio, Texas, USA 78209, attention: Bill Siemens, by certified return receipt mail and e-mailed to bsiemens@globalinknetwork.com.

o        All notices, request demands and or other communications BETWEEN any members of Platinum Plus Financial Corporation shall be in writing and forwarded by the complaining member to the offending member by certified return receipt mail at the address of the member listed under the member directory at www.globalink.com. In order to be eligible for fund compensation a copy of this communication must be forwarded, within ten (10) days to Globalink Network, 5715 Broadway, San Antonio, Texas, USA 78209, attention: Bill Siemens, by certified return receipt mail and e-mailed to bsiemens@globalinknetwork.com.

11. COUNTER PARTS. This Agreement may be simultaneously executed in one or more counterparts, each of which shall be deemed an original and all of which shall be deemed an original and all of which shall constitute one and the same agreement.

12. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on, and shall inure to the benefits of, the parties to it, and their respective heirs, legal representatives, successors and assigns.

13. CAPTIONS, HEADINGS AND PARAGRAPH TITLES.  All captions, headings and paragraph titles of this Agreement are for convenience only and not to be otherwise used for interpretation or defining any of the provisions hereof.

14. RIGHTS OF PARTIES. Nothing in this Agreement, whether express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties to its and their respective successors and assigns, nor is anything in this Agreement intended to relieve or discharge the obligations or liability of any third persons to any part to this Agreement, nor shall any provision give any third persons any right of subrogation or action over against any party to this Agreement.

15. SIGNED FACSIMILE: A facsimile of this agreement signed by Platinum Plus and Purchaser shall be treated the same as if the parties had signed the original agreement.

16. IRREVOCABLE STOCK POWER AND HOLDER OF STOCK CERTIFICATE:

A.   In the event the conditions in Paragraph 2.4 above should transpire, Purchaser does hereby irrevocably sell, assign and transfer to Platinum Plus one share of the common stock of Platinum Plus represented by Certificate No. ________________ standing in the name of Purchaser on the books of Platinum Plus. Purchaser does hereby irrevocably constitute and appoint the president of Platinum Plus as its attorney in fact to transfer to Platinum Plus the said stock on the books of Platinum Plus, with full power of substitution in the premises.

B.   Platinum Plus shall keep possession of the stock certificate issued in Purchaser’s name.