Participation Agreement & Release

Made effective this ____

05 day ofDecember
________, 201__
0

BETWEEN:
IMU Studios Inc.
515 Fifth Street
Nelson, BC V1L 2W9
Canada
(Hereinafter referred to as the "Company")

– And –

FEROZ A SAUDAGAR
________________________________________________________________

________________________________________________________________
IVIZION STUDIO info@ivizionstudio.com
(Print YOUR name/Company and mailing address here)
(Herein referred to as the “Contractor”)

Whereas the Company is desirous of obtaining the services of the Contractor as may relate to the purposes
pertaining to all business and related commercial or derivative ventures arising from the project (hereinafter called
THUNDER); and

Whereas the Contractor is prepared to participate with the Company as hereinafter set out.

NOW THEREFORE the parties agree to the following terms and conditions for the duration of this agreement:

1. The Company intends to produce and deliver a range of commercially viable THUNDER products suitable for
marketing, publication and broadcast in an array of media and other related distribution channels. The
Company has the following objectives in entering into this agreement with the Contractor:
a. finalize presentation quality development to secure required investment and to proceed to full project
implementation;
b. develop and implement a complete business and marketing plan;
c. complete development and registration of various intellectual property right assets including all relevant
copyrights as may be required;
d. initiate market awareness, and related public relations;
e. enter into various licensing arrangements with appropriately financially capable strategic alliance partners
or licensees in order to capitalize financially on the THUNDER concept(s); and
f. provide income-generating opportunities for the Investors, the Contractor(s) and the Company.

2. The Contractor agrees to perform such competency, technical and Company compatibility tests as required by
the Company.

3. Upon acceptance by the Company of the skills, abilities, and compatibility of the Contractor to contribute as
prescribed and/or as otherwise may be determined during the development and commercialization of
THUNDER, the Company will provide compensation to the Contractor as set out in Schedule “A” attached
hereto, in exchange for their participation and execution of full releases with respect to all Copyright and any
other Intellectual Property Rights (IPR) matters including models in either electronic or physical form in two or
more dimensions, with the additional prior condition that the Confidentiality Agreement attached hereto as
Schedule "B" is executed as part of this agreement and is an integral component of this agreement.
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4. The Contractor does hereby further acknowledge that any and all work performed during the term of this
contract either directly or indirectly during normal working hours or otherwise shall be the property of the
Company and that in exclusive, the Contractor accepts the compensation specified in Schedule "A" which the
Contractor declares to be good, valuable and sufficient compensation. The Contractor acknowledges that it
does not currently have, and hereafter assigns, any and all right(s) in whole or in part that it may otherwise
develop, in respect of any copyright or equivalent or any other intellectual property rights of any kind
whatsoever in respect of THUNDER products or the related technology and or software in any form.

5. For greater clarity, the Contractor, as confirmed by execution of this agreement as noted below does hereby
release and transfer to the Company and/or its assigns and/or licensors any interest relating to Copyright or
other Intellectual Property Rights in which the Contractor may be deemed to have earned a right or interest
either in whole or in part as a result of the Contractor's participation in the project and any related components
or technology relating thereto.

6. By executing this agreement the Contractor at his sole discretion makes this declaration and assignment of
release of rights in support of the Company finalizing any-and-all required Copyright or other IPR filings or
registrations relating to THUNDER products.

7. The Contractor agrees to deliver the contracted work in a timely manner and in the agreed format as specifically
confirmed for each project undertaken by the Contractor and as approved by the Company. One current copy of
every master file must be deposited on an Organization-designated server, and the Contractor must hold one
back up in a manner specific backup for that specific billing to be valid.

8. All in progress and finished works in any form electronic or physical and on any media format for storage or
replication shall remain the property of the Company notwithstanding the Contractor's use of their own
equipment and storage devices to hold such works.

9. On receipt from the Company of its written approval, the Contractor shall be entitled to portfolio any works and
ideas in which the Contractor participated in the development but disclosure to any party shall remain under the
terms of the Confidentiality Agreement attached hereto.

10. This is the whole agreement between the parties and cannot be altered other than by a further written agreement
signed by the parties.

11. Other than as expressed herein, there are no representations, warranties, conditions or commitments of any other
kind between the parties.

12. Time shall be of the essence in all matters pertaining to this agreement.

13. Nothing in this agreement is intended to constitute a partnership between the parties nor an employee /
employer relationship nor any other comparable arrangement.

14. The laws of the Province of British Columbia govern this agreement and the parties attorn to such jurisdiction.

15. Any conflict in the interpretation of this agreement shale be submitted to our arbitrator pursuant to the provision
of the Arbitration Act waive an action in any Court of competent jurisdiction and both parties hereby agree to
waive their rights.

16. Any provision of this agreement, which is prohibited or unenforceable in any jurisdiction, shall be ineffective to
the extent of such prohibition or unenforceability without invalidating the remaining provisions of this
agreement and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction. The Contractor acknowledges that he/she was given
time and opportunity to seek his own external advice prior to executing this agreement and does so freely of his
own volition.

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17. No term or provision of this agreement may be amended except by an instrument in writing signed or
authorized by all of the parties to this agreement.

18. Any reference to the masculine singular shall include the feminine and neutral genders as the case may be.

19. Any notice required to be given under the terms of this agreement shall be given by a party to this agreement by
delivering such notice to the party to which it is to be given at the address above.

20. This agreement shall inure to the benefit of and be binding upon the parties to this agreement and their
permitted heirs, assigns and successors.

IN WITNESS WHEREOF this agreement has been executed by the parties effective as of the date first mentioned
above.

IMU Studios Inc.

Per: Robert Strutin

Sign:

Print and Sign Contractor's Name Below

Per:
MD.FEROZ A SAUDAGAR

Sign:

Address: 41,Siddeshwar peth

Solapur Maharashtara INDIA

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 SCHEDULE "A"

CONTRACTOR’S WORK PARTICIPATION AND CONSIDERATION FOR RELEASE OF RIGHTS

IT IS UNDERSTOOD that it is the intention of the Company to move as quickly as investment funding can be
committed and received to finalize concept development of the various products including video games, as well as
for all related marketing products so that the Company can offer long-term services contract(s) to the Contractor.

The Contractor is to assist the Company in the creation, development, refinement and extension of key and ancillary
elements necessary for the production and delivery of the commercial quality final products including but not
limited to the Web sites including the presentation of video game art and content.

The Company will provide based on successful performance participation in the overall success of the project
through common shares for the Company in consideration of the work performed by the Contractor as described
below and in respect of the release(s) specified in this agreement.

The Company will endeavor on a best efforts basis to put the Contractor in a position where they will be able to
have their shares repurchased on no less advantageous than any other Member will and no different from any other
common shareholder of the Company.

The Contractor shall be credited, entitled, notwithstanding the release on all related work, to be able to use with
written consent of the Company any work upon which the Contractor has been involved in their own portfolio for
self-promotion as the Contractor may deem appropriate provided that such promotion does in no way impair the
Company and or the project in any way whatsoever.

The Contractor shall receive the specified shares noted above and calculated in value as equal to the number of
hours times the agreed rate as noted below with such value and hours confirmed in writing by the Company as set
out below.

The Contractor shall be entitled to be listed in the game credits (in the final products) as appropriate to their level of
involvement in the project.

Work conditions, reporting and tracking requirements:

a. The Contractor shall be required to track their own hours and to detail date, work done, element worked on,
start time, end time and total hours excluding breaks.
b. Work beyond 50 hours per week will require prior approval of the Company.
c. Relevant work for the purposes of this agreement are classified as IMU Studios meetings, communications,
designing, drawing, inking, coloring, texturing, skinning, level building, 3D modeling, animation (excluding
rendering, baking or build times), programming, coding, web production, marketing, music production or
composing, specifically for the THUNDER project.
d. Hourly rate is $80.00 USD per hour, calculated to the quarter hour.
e. A detailed monthly invoice will be submitted for record keeping. The amount invoiced for each month will not
exceed $16,000.00 USD until sufficient financing is in place for full payment of hourly billings.
f. Only finished or approved work will qualify for shares or payment.

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 SCHEDULE "B"
CONFIDENTIALITY AGREEMENT

IN THE CONDUCT OF BUSINESS AND FOR GOOD AND VALUABLE CONSIDERATION, IMU Studios
Inc. or Robert Strutin, either personally or corporately has disclosed or may disclose to
MD.FEROZ A SAUDAGAR
Mr./s.________________________________________(Print Name) either personally or corporately (Contractor)
certain confidential information respecting IMU Studios Inc.’s project called THUNDER as well as related
conceptual, operational, legal and or technical, marketing and financial information (all of which is referred to as
"Confidential Information"). Such disclosure is made upon the following terms and conditions and each party agrees
to be bound thereby:

1. Confidential Information
All confidential information disclosed to the Contractor by IMU Studios Inc., whether disclosed or acquired prior to
or subsequent to execution of this Agreement and whether written, or oral, or received through electronic
transmission, observation, meetings or otherwise, is proprietary, shall be held in confidence by the Contractor and
shall not be used by Contractor to the detriment of IMU Studios Inc. or any related party. Any information
disclosed to the Contractor that constitutes practices widely used in industry or which enters the public domain
without breach of any obligations of confidentiality and non-disclosure by the other party shall not constitute
Confidential Information. The Contractor will take all reasonable and exceptional actions required to protect the
Confidential Information from others at all times. Specifically including Video Game Developers & Publishers or
others identified from time to time by IMU Studios Inc.

2. Disclosure
Contractor shall not disclose Confidential Information, without the prior written consent of IMU Studios Inc.,
irrespective of the circumstance and specifically including submissions requiring disclosure as follows and then with
such approval only to the extent authorized in writing in advance, which approval may be withheld at the sole
discretion of IMU Studios Inc.:

a. by law or regulation;
b. in the bona fide conduct of defense of litigation; or
c. by a government board or agency acting within its jurisdiction

and shall provide IMU Studios Inc. with prior written notice of such request for disclosures. IMU Studios Inc. shall
not be bound by time constraints imposed upon Contractor by third parties requesting such disclosure. IMU Studios
Inc. will however consent to examine any such request on a reasonably timely response but will not be bound by
Time of the Essence conditions. Contractor acknowledges that IMU Studios Inc. may not grant such request to
make disclosure either in whole or in part and that IMU Studios Inc. shall not be liable for any actions, claims,
damages directly or indirectly in any manner whatsoever that may result to Contractor as a result of such a decision
declining to allow disclosure. Disclosures of Confidential Information within the body of Contractor shall only be
made to those persons who in Contractor's discretion, need to know and who are bound by duties and obligations of
confidentiality to Contractor.

3. Indemnity
The Contractor shall indemnify and save IMU Studios Inc. harmless from and against all actions, claims, liabilities,
damages, expenses and costs (including reasonable legal fees on a solicitor and his own client basis) which IMU
Studios Inc. may sustain, incur or expend as a result of any breach of this Agreement by the Contractor.

4. Non Circumvention
Contractor agrees not to circumvent IMU Studios Inc. either directly or indirectly for the duration of this agreement.

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5. Disposition of Confidential Information
The Contractor shall return to IMU Studios Inc. or destroy in an agreed manner, upon IMU Studios Inc.'s written
request, all Confidential Information provided to Contractor including any and all copies, notes, compilations,
extracts or other documents or media of any form including models of any dimension which contain or are
considered by IMU Studios Inc. to be Confidential Information.

6. Survival of Obligations
The obligations of this Agreement shall continue and remain in effect for a period of three years from the date
written below or from the date of disclosure by IMU Studios Inc. to the Contractor whichever is later.

7. Other Matters
This Agreement shall be governed by the laws of the Province of British Columbia and the parties attorn to the
jurisdiction of same irrevocably.

This Agreement shall inure to the benefit of and binding on the Contractor and its respective successors and assigns.

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AGREED TO AND ACCEPTED AS OF THIS____________ December
DAY OF_________________, 0
201____.

Print Contractor's Name below signature

(Sign on line) Sign: ______________________________ ___________________________

Print Contractor's WITNESS

Name Here Afroze sayyed
Per: _____________________________

ACCEPTED BY:
IMU Studios Inc.

Sign: ____________________________ THIS____________ DAY OF_________________, 201____.

Robert Strutin, Founder & CEO