Apex Technologies, Inc.

Fax: 303-987-6543 Phone: 303-123-4567 nicolestjean@ati.com www.ati.com

December 8th, 2009 Mr. Max Walker Executive Vice President Premier Bank Denver, Co 80204

Dear Mr. Max Walker: Thank you for choosing Apex Technologies, Inc. for Premier Banks annual system and software update. Its been a pleasure being of service to you and your team. During the annual system and software update we noticed several hindrances that hinder the sales and operation sectors of your company. Apex Technologies Inc. announces its latest and greatest innovation; the Smart System, the solution to your problems. Were so sure that the Smart System will resolve all present problems and benefit your company numerously that weve provided you with the systems specifications and additional instructions should you choose to incorporate the Smart System or require any additional service from us.

Problem

Standard Bank Hours have a negative impact on attaining new accountholders and maintaining current ones. There are two root problems that seem to be the causation of numerous other dilemmas encountered. The first of these being limited banking hours which deduct accessibility and convenience. Customers are unlikely to maintain or even acquire an account that is neither accessible nor convenient in accordance with their schedule. The second source problem is inadequate staffing. Staffing is often inadequate in comparison to the volume of customers which has a negative impact on lines, wait

times, speed and accuracy. Long lines and wait times deter tellers from making product and service referrals which dramatically affects overall company sales and obstructs the team from reaching target. Long lines and wait time likewise increases stress which typically slows operations and diminishes accuracy. With inadequate staffing bankers are incapable of adequately tending to each customer as they are forced to churn through each customer as quickly as possible to get to the next customer. Long lines and wait time add to the frustration of the customer. This ensures that customer satisfaction and relationship ratios decrease.

Solution

Smart System terminals are located in the branch and the foyer. Although regular bank hours apply in branch, the foyer is open for around the clock service; 24 hours a day, 7 days a week. This ensures that bank hours do not need to be extended to meet customer needs. The Smart System promises to increase customer retention, increase customer base and stabilize the flow of traffic. System terminals serve as additional staff without the hourly wage in which customers can be directed to for many of their banking needs in the case of inadequate staffing or an ill employee. The Smart System terminal promises to alleviate long lines, decrease wait time, and increase speed and accuracy. With short lines and wait times tellers are encouraged to make product and service referrals which increases company sales and together the team successfully reaches target. With short lines and wait times stress is low, operations run quickly and accuracy is optimal. Bankers are enabled to provide adequate time and attention to each customer. The customers are happy. The customer satisfaction and relationship ratios have nowhere to go but up.

Features and Capabilities

The first screen each consumer is presented with list two categories: computer literacy and financial literacy. Each category enables the consumer to select their level of literacy by either a) age group or b) level (beginner, intermediate and expert). Once the consumer has selected his/her level they are then presented with the identity verification screen which verifies the consumers identity. The desktop screen provides the option to go straight to online banking and perform all necessary procedures and transactions or to select from a set of modules. The modules are as follows: Computer, Personal Finance, Investing, FICO Score, Welcome to Smart System and Online Banking. In selecting a module the consumer will be educated on the topic and be provided with hands on experience through live interaction in a series of steps that teach them the how to of each category.

The new smart systems are inclusive of electronic finger print identifiers. After pressing your finger to the print identifier the smart system will further verify your identity with a series of questions before proceeding to sensitive information and performing transactions. The new smart system enables the consumer to perform typical online banking procedures such as checking account balances, transaction history, auto pay, bill pay, transfers, check/deposit ordering, stop payments and printing monthly transaction history screen shots and/or a yearly statement. In addition to typical online features, consumers can now cancel lost or stolen ATM/debit cards and reorder new ones, print temporary checks and conduct deposits and withdrawals. The smart system provides the option of pay now or charge to my account for fee based services such as check/ deposit orders. For pay now charges the consumer has the option to scan a check or cash. The smart system allots each consumer with time restrictions based on the branchs average volume, the day, date and time. The smart system is capable of awareness and adjusts allotted time per consumer based on actual branch activity. Once the consumer is timed out he/she is provided the option of seeing a live teller or banker for all remaining transactions. The consumer is also provided with the option of performing all necessary procedures from the comfort of their home computer (excluding temporary checks, deposits and withdrawals) at www.premierbank.com. Benefits The smart system is sure to revolutionize the entire banking system as we know it. Not only does it benefit the company in cutting down on lines, wait time and increasing profits, accuracy and efficiency of bank procedure and transactions both. It also benefits the consumer in the same way by decreasing their wait time, increasing accuracy, efficiency, teaching them to be financially knowledgeable and responsible and assists them in maintaining and perhaps even increasing their cash flow, FICO Score and financial stress test rating. The smart system is set-up so that everyone is enabled to use it regardless of their level of computer or financial literacy and it likewise compensates for the hours the bank is not open. The new 24 hour, 7 day a week banking provided by our new smart system will add flexibility and convenience for those unable to bank during regular banking hours and will also reach out to new customers. Cost

As a valued customer and one of the leading global financial service firms in the world wed like to privilege you as our first to incorporate and employ the Smart System for a one year trial basis at no charge. We are so sure that you will be satisfied that weve included an estimated price list below for the following year should you decide to keep the Smart System.

Smart System Terminal Smart System Service Plan (Year) Smart System Technology Support (Year)

250,000 (per terminal) 50,000 (per terminal) 25,000

We appreciate the opportunity to serve you and your team and as always we look forward to serving you in the near future. Please feel free to call me with any questions or concerns you may have with the Smart System 2000 and/or any products or services we have to offer here at Apex Technologies Inc. If you are in acceptance of this proposal, please sign and return a copy with this letter and wed be happy to further service you, your team and assist Premier Bank in attaining new heights through our latest innovations of utmost quality.

Sincerely Yours,

Nicole St. Jean

Nicole St. Jean I accept the proposal made by Apex Technologies Inc.

For Premier Bank, Inc. Encl.