HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd.

Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

DA BOMB DISTRIBUTION AGREEMENT

The distribution right is agreed between _______________ (hereinafter as Distributor) and Hi Bike Ltd (hereinafter as Da Bomb) to represent Hi Bikes brand, Da Bomb, exclusively in the territory of ____________ (hereinafter as Territory). Beginning from dd / mm / yyyy until dd / mm / yyyy. (Minimum length of distribution is one year.) Purpose of the Contract This agreement will define each partys responsibilities, obligations, length of distribution, territories, trademarks, symbols, renewal of contracts, termination clauses and arbitration forums. Terms and Conditions: Distribution Territory Areas, territories and regions that arent specified within here are not recognized and if distributor is seen selling products outside of his/her area without prior notice to Da Bomb will be as seen as a breach of Distribution Agreement. Sales Target Both parties shall agree annually on the sales targets for the forthcoming year and it shall be set based on a six-months forecast provided by the Distributor. For the period of the present agreement, total sales target shall be ____________ USD. The parties shall make their best effort to reach the agreed targets but a party shall not consider the non-attainment as a breach of the contract unless the party is clearly at fault. Lead Time Both parties agree that lead time would be varied based on each individual order but shall not be longer than a year unless it is agreed between both parties. Payment Terms All the transactions shall be made under FOB terms and the amount of payment shall be Wire Transferred 100% fully before shipment.

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HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

Resale Prices The Distributor is free to fix the resale prices of Da Bomb products based on the Distributors marketing strategies, import tax, sales channels, and other considerations. However the Distributor shall avoid excessive price policies that could adversely affect the image of Da Bombs products. Distributor Responsibility Sales: The Distributor shall maintain an adequate organization for sales with all means and personnel that are necessary to ensure the fulfillment of his obligations under this agreement for all of Da Bomb products and throughout the Distributors Territory. Promotion: The Distributor shall be responsible for all the necessary advertising and promotional events to promote Da Bomb products within the Territory. All advertising should be in compliance with Da Bombs marketing policies. The costs of such promotional activities are to be covered by the Distributor, and any artworks provided by Da Bomb, shall only be translated into the local languages without editing the design layout and content unless having consent from Da Bomb to do so. Warranty: The Distributor shall be responsible for managing the Territory warranty

claims and investigating each case before making a formal claim to Da Bomb. The flow of the warranty claim (Appendix I) must be processed immediately to ensure customer satisfaction. Claims that are reported later than a month after the end user has filed his/her report to the dealer might not be covered at Da Bombs discretion. Distributor must inform consumers to register the product online. More importantly, any warranty compensation that has been done by the Distributor without Da Bombs approval would not be covered. Da Bomb will only deal with warranties that are reported directly from the Distributor along with the warranty claim form (Appendix II), photos, warranty card (if available), and purchase receipt. Any claims made from an unknown product number will not be covered under Da Bombs Warranty Policy.

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HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

Trade Shows:

The Distributor must attend at least one local bicycle exhibition under

the Distributors expense. Furthermore, the Distributor shall also attend at least one international bicycle exhibition, which Da Bomb annually attends such as Taiwans Taipei Cycle Show, Germanys Eurobike, and United States Interbike. This is to ensure meetings and communication on a regular basis for the latest Da Bomb product lines, the current status of the Territory, and future market trends and strategies. Da Bomb Responsibility Da Bomb shall provide the Distributor with all necessary information related to Da Bombs products (such as pricelists, catalogues, logos, and specifications) and any other information needed by the Distributor for carrying out his obligations under this agreement. Da Bomb shall provide a certain quantity of catalogues to the Distributor based either on annual sales figures of the Distributor or the market size of the Territory. Furthermore, Da Bomb is obligated to provide any Da Bomb promotional existing artworks (such as e-invitations, newsletters, and advertising artworks) for local language translations if necessary and available. If Da Bomb expects the capacity of product supply will be significantly lower than which the Distributor would normally expect, Da Bomb shall inform the Distributor within a reasonable amount of time. Additional Marketing Support The purpose of the additional marketing support is to provide partners with an additional promotional source and material to help generate sales. Therefore, Da Bomb shall provide 1% marketing support based on the Distributors previous sales figures under the condition that the Distributor exceeds 10% of the sales target from the previous year. Assessment shall be carried a week before the current contract is expired. If the Distributor placed the order within the period of the present contract and the estimated shipping day is beyond the expiration of the contract, the order amount would still be accumulated into the sales figure of the year. However, the reward credits would only be approved and applied after the payment has been received and the shipment is fully preceded.

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HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

The reward credits would be accumulated to the following years contract, and can only be used to purchase Da Bomb promotional goods. These include banners, stickers, racing stands, additional catalogues, Da Bomb jumping kits, grips, quick releases, rim tapes and accessory line. Trademarks and Symbols The Distributor agrees not to register any trademarks, trade names or symbols of Da Bomb in the Territory or elsewhere unless having prior written permission by Da Bomb to do so. The Distributor shall notify Da Bomb of any violations of trademarks or symbols from any other companies within the Territory. Confidentiality Each party within this agreement is aware of the confidential nature of the technical information, production processes, finances, administration operations, marketing material, economical information, data, documents, drawings, materials, product samples and proprietary processed received and exchanged from the parties pursuant to this agreement. Renewal of Contracts Distributor may renew their Da Bomb DISTRIBUTION rights as early as two months prior the last day of the current agreement. Whether renewal is approved is subject to evaluation by Da Bomb based on distributors ability to sell and market Da Bombs products effectively and efficiently. Renewal Evaluation Criteria - Sales figures from past agreement terms - Marketing capacity and capability - Management of Da Bomb sponsorships (if applicable) - Management of Da Bomb warranties - Attendance of trade shows to promote Da Bombs product line - Communication between Da Bomb and its affiliates Renewal discussions may begin at any time but the earliest time to make a formal request of renewal is two months before the last day of the current distribution agreement.

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HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

Termination Clause Termination of the Distribution Agreement is possible at any given time. Distributor and Da Bomb are obligated to give the other party at least 60 days prior written notice regardless of termination reason. This should be in the form of an official company letter stating the reason, the intent and the intended date of withdrawal from the Distribution Agreement. 60 days is the minimum amount of time to address remaining items such as shipping orders, shipments being processed and collecting outstanding balances and invoices between both the Distributor and Da Bomb. Furthermore if the distributor is idle in placing new orders for six months or longer, Da Bomb would have to revaluate the distributors effectiveness and on that basis have the right to terminate the agreement. Any breach or violations of the above mentioned agreements would permit Da Bomb to terminate this agreement. Furthermore any agreements whether verbal or written outside of this contract is consider void and would require a separate contract to be drawn detailing the specificities. Arbitration Forum Any dispute arising out of or in connection with the present agreement shall be governed by the Republic of China (Taiwan) governed by the laws of Taichung City.

Signed by:

X Danny Kuo CEO of Hi Bike Ltd.

Date_____________________
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Date______________________ 5

HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

APPENDIX I

FLOW OF WARRANTY CLAIM

Reception of warranty

Investigation of the case

NO Compensation? YES Case closed

(No need to report to Da Bomb)

Make claim to Da Bomb

1. Da Bomb Warranty Claim Form 2. Photos (High Resolution) 3. Consumer Purchase Receipt

Transfer all details to Da Bomb

Investigation of the case

*Obtain more info as needed

NO

Compensation? YES

Case closed
(With refusal reason)

Provide Warranty Items to the Distributor

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HI BIKE LTD No. 100, Lane 332, Sec. 8, Huanzhong Rd., Wuri Shiang 414, Taichung County, Taiwan TEL: +886.4.2335.8820 info@dabombbike.com www.dabombbike.com

APPENDIX II

Da Bomb Warranty Claim Form

Date: dd / mm / yyyy

Distributor Name Dealer Name Claim Item Color Product Number (if applicable) Damage Section Frames Parts

Country Consumer Name Model Name Size Date of Purchase

Cause and situation of the damage

Check list for all necessary information All information below must be provided along with this from. Completed Da Bomb Warranty Claim Form Photos of Frame Number, Full Bicycle/ products, Damage Sections (photos must be taken under proper lighting with sharp images) Consumer Purchase Receipt

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