SETTLEMENT AGREEMENT BETWEEN: 1. Elite World S.A., a company registered under the laws of Luxembourg, hav- ing its address at 28, Boulevard d'Avranches L-1160 Luxembourg, Luxembourg (hereinafter: "Elite"), for this matter duly represented by Cristian D'Ippolito and Paul Johnston; AND 2. Elite Model Management Amsterdam B.V., a company registered under the laws of The Netherlands, having its address at Keizersgracht 448, 1016GD Amsterdam (hereinafter: "EMMA"), for this matter duly represented by Andrew Gleeson; AND 3. ModelMasters The Agency B.V., a company registered under the laws of The Netherlands, having its address at Paulus van Loolaan 13, 1411JM, Naarden, The Netherlands (hereinafter: "MTA"), for this matter duly represented by [mad Izemrane and Frank Butselaar. AND 4. Imad izemrane, having his address at 66 Leonard street, suite 2B, 10013 NY, New York City in the United States of America (hereinafter: "Izemrane"). WHEREAS: • Elite and MTA have entered into negotiations regarding the acquisition by Elite of the assets of MTA, in consideration for the purchase by MTA of a cer- tain percentage of the share capital of EMMA, a subsidiary of Elite; • Elite and MTA have on January 29th 2010 signed a memorandum of under- standing (hereinafter: "the MOU") regarding this proposed transaction, which was subject to contract, and included among other provisions, the proposed presentation of a contract to "the new director of Elite Amsterdam" (whom the parties considered to be lzemrane); • the timetable of the MOU expired without any agreement having been reached; • MTA has presented a proposed Business Transfer Agreement (hereinafter: "BTA") to Elite in February 2010, which was never signed by Elite; • Elite has in the course of 2010 taken over some of the assets of MTA and has placed several of the models that were formerly represented by MTA under contract, of whom five models currently remain under contract; Initials: / / EFTA011484