Dated as of October 2, 2006
Phoenix International Ventures Inc (PIV) of Carson City Nevada, PIV is owned Mr. Zahir Teja, the Nissenson
family and others.
Anney Business Corp. (Anney) of British Virgin Islands, is wholly owned by the Nissenson family.
PIV retains Anney in order develop the business of PIV by adding the experience and expertise of Anney's
management in the fields of defense aerospace industry as well as financing, business development and public
This agreement is valid as long as PIV exists and Teja and or the Nissenson family directly or indirectly own
shares in PIV.
The Effective Date shall mean the earlier of (i) ninety (90) days after filing of a registration statement concerning ’s
common stock with the Securities and Exchange Commission (“ SEC ”) and (ii) the SEC’s declaration of the
effectiveness of such registration statement.
Anney agrees to provide the following services to PIV:
1. Mastermind the turning of PIV into a public company under an agreed timetable
2. Assist in the public management aspects
3. Formulate strategies for PIV's future growth plans; and
4. Analysis of proposed acquisitions;
5. Seek markets for PIV services and products in additional countries;
6. Seek finance as loans and/or equity for PIV through private or public placements.
PIV in agreement with Zahir Teja and Anney Business, Ltd. provides that:
7. Introduce potential customers to PIV's business.
8. Anney declares that it is not involved in any business that competes with PIV.
9. Zahir Teja, Anney, Haim Nissenson and Neev Nissenson, confirm that all their business activities and
initiatives in the field of Aerospace Defense industry are conducted through PIV or by Phoenix
10. Anney would have the right to nominate one board member for board member Mr. Teja’s nominates for
PIV's board of directors. In t