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Advertising Agreement

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									ADVERTISING AGREEMENT
This Advertising Agreement is entered into on the date set forth below between Tech Source Media, Inc., a California corporation (hereinafter TSMI) located at 6030 Calle de located at Suerte, Suite 2, San Jose, CA 95124-6544, and (hereinafter referred to as "Advertiser") for advertising on the SCDsource™ web site established by TSMI. The parties agree as follows: 1. Term: This Agreement shall commence on the date indicated on the Term Sheet attached to this Agreement and shall continue for the period stated on said Term Sheet. 2. Advertising Services and Fee: The advertising services to be provided and the fees to be charged by TSMI for those services under this Agreement are those described on the Term Sheet attached to this Agreement. 3. Deposit: To reserve the above described advertising in TSMI's online publication, with the exception of a free 90-day listing page trial C package, the Advertiser agrees to to TSMI, upon execution of pay a refundable deposit in the amount of $_ this Agreement. This deposit will be refunded to Advertiser in the event the Condition set forth in paragraph 5 of this Agreement is not met. Otherwise it will be applied toward the fees to be paid by Advertiser under this Agreement. 4. Payment of Balance of Advertising Fees: The remaining balance of the advertising fees to be paid by Advertiser shall be due and payable to TSMI as provided in this Agreement. Advertiser's account must be paid when due in order for the Advertiser's ad or ads to remain on the TSMI web site. All advertising rates are subject to change upon written notice from TSMI. 5. Payment Terms and Late Fees: TSMI reserves the right to cease all work in progress and take down any unpaid ad or listing page if invoices are not paid within fifteen (15) days. TSMI reserves the discretion to charge interest at a rate equal to New York Prime Rate + 1.5% on those invoices for which payment has not been received within fifteen (15) days. Interest will be charged at an averaged weekly rate until invoice is paid in full. 6. Condition: This Agreement is entered into subject to the following occurring on or before the date indicated: By February 19, 2008, the web site of TSMI will unveil the SolutionSource™ Supplier Directory and parametric search engine. All advertising options described above being established and operational. 6. Reliance and Authority: The Advertiser acknowledges upon signing this contract that he/she/it has not relied upon any promise, statement or representations other than as TSMI Advertising Agreement Page 1 of 7 04/24/09

contained herein, and that the person entering into this contract on behalf of the Advertiser has the legal authority to bind the Advertiser to same. 7. Ad Designs: Website ads designed and/or formatted for internet use by TSMI or its agents are the property of TSMI and/or its agent(s) and are protected by copyright laws. The Advertiser is strictly forbidden from placing any TSMI designed and/or formatted ads on another website or in another publication without the written consent of TSMI or its authorized agent. 8. Ad Copy: Advertiser understands that the ad copy for a web page on the TSMI web site must be formatted to be compatible for computer use on the internet. In the event the Advertiser does not have its ad on disk in an HTML copy ready-to-use format acceptable to TSMI, then Advertiser agrees to pay the one time production charge (referred to as layout and design) to create the Advertiser's ad to be displayed on the TSMI website. Any charges for Advertiser's ad production work described herein shall be paid directly to TSMI prior to an ad being placed on the website. All artwork, copy and instructions must be submitted by the Advertiser to TSMI by the deadline/s set by TSMI. TSMI will assume no responsibility for the style or content of the advertising other than any errors in the copy, if any, set by TSMI. 9. Links: TSMI, at its discretion, may link the TSMI web site to additional web sites, at no extra charge to the Advertiser. 10. TSMI's Discretion: TSMI reserves the right, at its discretion, to accept or reject any web site ad copy provided by the Advertiser. TSMI reserves the right to reject any advertising matter which it deems objectionable. 11. Advertiser's Good Faith Efforts: The Advertiser agrees to make a good faith effort, in its ordinary course of business, to provide its customers/clients with the products and/or the services it advertises on the TSMI website. The Advertiser understands that all sales and inquiry transactions are the sole responsibility of the Advertiser. All orders and inquiries go directly to the Advertiser. TSMI will not participate in any way in the Advertiser's interactions with its clients/customers nor in any of Advertiser's sales transactions. 12. Advertiser's Representations: TSMI accepts advertising based upon its Advertiser's representations that Advertiser has the right to publish and display the ad content. The Advertiser agrees to indemnify TSMI or its agents from any claims, suits, or causes of legal action for libel, violation of the rights of privacy, plagiarism, intellectual property, copyright, and/or trademark infringement, and any other claims in connection with any materials furnished to TSMI by Advertiser and/or the publication of Advertiser's ads on TSMI's web site. The Advertiser guaranties TSMI that it has the legal right to sell the products or services contained within the material presented for the ad.

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13. Conflict with TSMI Policies: TSMI does business with its Advertisers under the provisions of this Agreement. TSMI will not be bound by any provisions contained in or on Advertiser's products, orders, contracts, or other published materials, or which are contained in advertising copy instructions sent from Advertiser to TSMI which conflict with TSMI's policies. 14. Indemnification: Advertiser agrees to indemnify, defend, and save TSMI, its employees, its contractors, and its agents harmless from any actions, expense, or claims arising out of anything contained in the advertising done by TSMI for Advertiser, or for the unauthorized use of any person's name or photograph, or any words, trademarks, artwork or copyrighted matter contained in such advertising. 15. Force Majeure: TSMI will not be liable for delays in publishing, delivery, non-delivery, or other errors as a result of events beyond its control including Acts-ofGod, actions by any government entity, fire, flood, riot, explosion, embargo, strikes, labor or material shortage, transportation interruption, national emergency, acts of terrorism or war, or Internet or communications failure. TSMI is not responsible if its Internet server has temporary down time. 16. Limitation of Damages: If it is determined that TSMI has breached this agreement or is in any way liable for damages to Advertiser arising from this contract, then the parties hereto agree that such damages shall be limited to only such amount or amounts that Advertiser has then paid to TSMI under this contract, and that Advertiser shall not be entitled to any additional compensation or recovery for the loss of its property or its profits. Other than as specifically provided herein, TSMI will not be liable to Advertiser for any costs or damages, consequential or otherwise, as a result of any mistake, omission, error, breach of this contract, or for any other reason. 17. Successors and Assigns: This agreement with Advertiser while under contract is binding upon, and shall inure to the benefit of, the parties hereto and their heirs, assigns, and successors in interest. 18. Legal Fees and Costs: If a party to this Agreement needs to take legal or collection action against the other party for not meeting its obligations stipulated herein, the prevailing party in such action shall be entitled to recover from the non-prevailing party all legal and/or collection expenses, including, but not limited to, attorneys' fees and costs. 19. Jurisdiction and Venue: This contract is governed by the laws of the state of California. The venue to hear any disputes regarding this matter will be Santa Clara County, California, where this contract has been entered into.

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Tech Source Media, Inc. ______________________________ Dated: __________________________ Francine Bacchini, Its President & CEO

Advertiser: _____________________ ______________________________ Its

Dated: __________________________

TERM SHEET , and Term of Agreement: This Agreement shall commence on shall continue to the period set forth below based upon the advertising package purchased by Advertiser. Advertising Services and Fee: The advertising services to be provided to Advertiser by TSMI are described as follows: Established Company Listing Packages (greater than $5,000,000 in annual sales): [ ] A Package (a one [1] year term) at the rate of $20,000.00 per year, paid in one , 20___. Upon receipt of lump sum of $20,000.00 commencing on payment, the listing page will be made public to site visitors. [ ] B Package (a one [1] year term) at the rate of $10,000.00 per year, paid in one lump sum commencing on _________________, 20___. Upon receipt of payment, the listing page will be made public to site visitors. [ ] C Package (a ninety [90] day) trial that can be extended (to the full one [1] year term) is available at no cost solely for the 90-days of the trial period upon execution of this advertising agreement. If Advertiser fails to cancel its 90-day trial package within the first 90 days of use, Advertiser will pay $1,500.00, paid in one lump sum, commencing on the 91st day of the remaining balance of the 1-year term commitment (amounting to a period of nine [9] months), concluding on the trial package anniversary date of _________________, 20___. [ ] Key Word Package of 3 additional key words or phrases (a one [1] year term) at the rate of $2,000.00 per year, paid in one lump sum of $2,000.00 commencing on _________________, 20___. Emerging Company Listing Packages (less than $5,000,000 in annual sales): [ ] A Package (a one (1) year term at the rate of $20,000.00 per year, paid in 4 , with each successive quarterly payments of $5,000.00 commencing on payment due ninety (90) days after the due date of the preceding payment. ; ; Subsequent quarterly payments of $5,000.00 due on: to ; and covering the 1-year term from

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[ ] B Package (a one (1) year term at the rate of $10,000.00 per year, paid in four equal payments of $2,500.00 commencing on _________________, 20___, with each successive payment due ninety (90) days after the due date of the preceding payment. ; ; Subsequent quarterly payments of $5,000.00 due on: to ; and covering the 1-year term from [ ] C Package (a ninety [90] day) trial that can be extended (to the full one [1] year term) is available at no cost solely for the 90-days of the trial period upon execution of this advertising agreement. If Advertiser fails to cancel its 90-day trial package within the first 90-days of use, Advertiser will pay $1,500.00 in three equal payments of $500 due every 90-days commencing on _________________, 20___, the 91st day of the remaining balance of the 1-year term commitment (amounting to a period of nine [9] months), concluding on the trial package anniversary date of _________________, 20___. [ ] Key Word Package of 3 additional key words or phrases (a one [1] year term) at the rate of $2,000.00 per year, paid in four equal payments of $500.00 commencing on _________________, 20___, with each successive payment due ninety (90) days after the due date of the preceding payment. [ ] Custom Build or Build-to-Suit package (a one (1) year term at the rate of ________ per year, paid in full commencing on _________, 20___. Includes a one-time page development charge of __________ due as a good faith deposit in advance of the start of any work. As estimate of work, and timeline, will be provided to Advertiser for final sign-off approval. Charges will vary according to Advertiser needs and the page specifications. [ ] Package E (Exclusive node) (a one (1) year term at the rate of $5,000,00 per year, paid in full commencing on _________________, 20___. Advertiser’s Exclusive Node consists of the following named item to appear in the SolutionSource™ Supplier Directory and parametric search engine: ________________________________ under the primary root category of ____________________________. [ ] Package E2 (non-exclusive node) (a one (1) year term at the rate of $5,000,00 per year, paid in full commencing on _________________, 20___. Advertiser’s nonexclusive Node consists of the following named item to appear in the SolutionSource™ Supplier Directory and parametric search engine: ________________________________ under the primary root category of ____________________________. [ ] Package E3 (technology/product/service node) (a one (1) year term at the rate of $5,000,00 per year, paid in full commencing on _________________, 20___. Advertiser’s technology/product/service Node consists of the following named item to appear in the SolutionSource™ Supplier Directory and parametric search engine: ________________________________ under the primary root category of ____________________________.

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[ ] “Hot News of the Day” email blast, at the total cost of $2,500.00 paid in one lump sum commencing on news release date identified as _________________, 20___. [ ] Email blast to a target list of 5,000 registered subscribers, at the total cost of $1,500.00 paid in one lump sum commencing on _________________, 20___. Indicate selected area of reader interest from the dedicated topics below: [ ] Silicon Intellectual Property [ ] System-Level Design & Verification [ ] Functional Design [ ] Functional Verification [ ] Physical Design [ ] Manufacturing, Packaging & Test [ ] Embedded Systems Design [ ] FPGA Design [ ] PCB Design [ ] Analog/Mixed-Signal Design [ ] Memory [ ] Microprocessors/Microcontrollers [ ] ASSPs [ ] Green Electronics [ ] News Maximizer™, at the total cost of $2,500.00 paid in one lump sum commencing on _________________, 20___. [ ] A Leader Banner Ad at the rate of $125.00 per CPM, with a minimum of 10,000 impressions, paid in one lump sum commencing on _________________, 20___. Indicate number of impressions: [ ] A Skyscraper Banner Ad at the rate of $135.00 per CPM, with a minimum of 10,000 impressions, paid in one lump sum commencing on _________________, 20___. Indicate number of impressions: [ ] A Tile Banner Ad is exclusively available to companies with less than five million ($5,000,000) in annual sales, with a rate of $25.00 per CPM, with a minimum of 10,000 impressions, paid in one lump sum commencing on _________________, 20___. Indicate number of impressions: [ ] Reprints (an easy print PDF) at the rate of $500 per article with company contact info, logo, hypertext URL and hypertext email address, paid in one lump sum commencing on ________, 20___. Indicate article to be linked (URL): __________________________________________ [ ] Special Technical Report, at the total cost of __________ for a purchased display ad or company profile (size)________ at the total cost of ___________ paid in one lump sum of __________ commencing on _________, 20___. [ ] Supplier Insights, at the total cost of ____________________ paid in one lump sum commencing on _________________, 20___.

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[ ] Event Promotion package, at the total cost of $1,500.00 paid in one lump sum commencing on _________________, 20___. Ad sponsor materials due one week prior to Industry Access calendar promotion commencement date of ___________, 20___. Includes Advertiser branded registration page and 24/7 password access to Excel registration list download. [ ] Presentation Demo Package, at the total cost of $1,500.00 paid in one lump sum commencing on _________________, 20___. For professional voice-over, add ________ to total cost. [ ] Video Services Package, at the total cost of ____________ paid in one lump sum commencing on _________________, 20___. Indicate video type: ________________________. [ ] Webinar, at the total cost of ____________________ paid in one lump sum commencing on _________________, 20___. [ ] Publisher’s Advertised Special (option number (s)__________, a the total cost of ____________________ for option(s) purchased, paid in one lump sum commencing on _________________, 20___. See Exhibit A for Special Advertising Package details. See Exhibit B for Custom Build/Build-to-Suit Package details.

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