OPTION, PURCHASE, AND CO-PRODUCTION AGREEMENT

As of August 7, 2009 Mohamed Awad Ashareh 3788 Morning Star Dr., Mississauga ON L4T 1Y9 email: ashareh@hotmail.com +14166175204 (m) +19056721305 (h) Dear Mohamed: Re: “Amongst the Demons (documentary)” This letter will serve to confirm the agreement (the “Agreement”) between Palmira PDC Corp.( located at 255 Duncan Mill Rd, Ste.601, North York, ON, M3B 3H9) (“Producer”) and Mohamed Awad Ashareh (the “Author”), (located at 3788 Morning Star Dr., Mississauga, ON L4T 1Y9) with respect to Producer’s option to acquire the exclusive motion picture, television and other rights in and to the work entitled “Amongst the Demons” conceptualized by the Author and dated August 7, 2009 (the “Work”). In consideration of the mutual covenants and agreements herein contained and other valuable consideration, the receipt and sufficiency of which is acknowledged, Author and the Producer hereby agree as follows: 1. Option. (a) Author hereby grant to Producer the irrevocable and exclusive right (the “Option”) to acquire from Author in perpetuity and in all languages, the exclusive theatrical, non-theatrical, television, and all subsidiary, ancillary, and allied rights (including, without limitation, all Prequel, Sequel, Remake, advertising, publicity, commercial tie-in, music soundtrack rights and 5,000-word publication rights for advertisement, publicity and exploitation) in and to the Work and all copyrights and renewals thereof in and to the Work (the “Rights”). The Rights shall include, without limitation, the sole and exclusive rights to produce one (1) or more motion pictures, programs, mini-series and/or episodic series for exploitation, broadcast and/or exhibition theatrically, non-theatrically or on television (including, without limitation, free, pay, cable, satellite, video-on-demand and over-the-air subscription television) on the Internet and other on-line services, radio and by means of videograms, video discs, DVDs and/or videocassettes (sometimes referred to herein individually as a “Production” or collectively as “Productions”) and otherwise in any and all media, whether now known or hereafter devised in perpetuity, throughout the universe. The Rights shall further include all rights to exploit the Work and the Production(s) by way of merchandising, including, without limitation the distribution, sale, leasing, licensing and manufacturing of goods and/or services which are based on, inspired by or derived from the Work and/or the Production or any element thereof.

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2. Footage (a) The Author grants the rights to the Producer for any footage, either visual (either motion or still) or aura, which was captured with the intents to be used for completing the Work. 3. Defined Terms. In this Agreement, the following terms shall have the following meanings: (a) “Force Majeure” means any event beyond Producer's control which delays, hampers, interrupts or interferes with the development of the Production(s) or the exercise of the Option, including, without limitation, fire, earthquake, flood, epidemic, strike, lock-out or other industrial action, civil disturbance, war, act of God, death, illness or incapacity of or breach by any principal member of the cast or crew of any statute, law or judicial order or any other event completely beyond the control or influence of Producer; (b) “Prequel” means any audiovisual work that refers to or is based upon any character represented in a Production and which contains a story line that takes place chronologically prior to the time frame of the story line in any the Production; (c) “Remake” means any audiovisual work reproducing, in whole or part in the same time frame of the story line in a Production the story line; and (d) “Sequel” means any audiovisual work that refers to or is based upon any character represented in a Production and which contains a story line that takes place chronologically subsequent to the time frame of the story line in a Production. 4. Option Term. The initial term of the Option (the “Term”) shall commence as of the date hereof and shall continue for a period of one (1) year (the “Initial Option Period”) thereafter; provided that Producer shall have three (3) consecutive and irrevocable options (hereinafter the “Option Extensions”) to extend the Term for three separate, additional and consecutive periods of one (1) year. The Option Extensions may be exercised by written notice given to Author at the addresses indicated above at any time on or before the expiration of the Initial Option Period. Author agree that Producer may, during the Term, including any Option Extension(s), undertake pre-production and production activities in connection with any of the Rights which are subject to the Option, including but not limited to, the preparation and submission of treatments, teleplays and/or screenplays based on the Work. In the event Force Majeure occurs during the Term which affects the Producer’s development, financing, production or distribution of the Production(s), or in the event any claim is asserted against the Producer or Author which interferes with Producer’s development, financing, production or exploitation of the Rights, the Term and all other time periods hereunder shall be automatically extended for the duration of such Force Majeure, default or claim without limiting Producer’s other rights or remedies hereunder or at law or equity.

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5. Exercise of Option. Producer may exercise the Option by providing Author with written notice of Producer’s exercise of the Option at the addresses indicated above at any time on or before the expiration of the Term, as the Term may be extended pursuant to this Agreement. 6. Assignment of Rights. Upon exercise of the Option in accordance herewith, all of the Rights shall automatically and shall hereby be irrevocably assigned, granted and conveyed to Producer. Author shall execute and deliver to Producer, together with this Agreement, a short-form assignment of rights in form attached as Schedule “A” hereto (the “Assignment of Rights”). In the event that the Producer does not exercise the Option and pay the Purchase Price in accordance herewith, the Assignment of Rights shall be null and void and of no legal effect whatsoever. 7. Consideration. On the condition that Author are not in breach or in default hereunder, Producer agrees to pay Author, and Author agree to accept, as full and complete consideration for the Option and all the Rights granted to Producer hereunder and under the Assignment of Rights and all of the representations, warranties and agreements hereunder, the following amounts: (a) For the Initial Option Period, Producer shall pay the sum of One Canadian Dollar (CDN$1.00) to the Author upon the execution of this Agreement which amount shall not be applied against the Purchase Price. (b) In the event Producer exercises the Option Extension(s), Producer agrees to pay to

the Author the sum of:

(i) One Canadian Dollar (CDN$1.00), upon Producer’s exercise of the first Option Extension(s) which amount shall not be applied against the Purchase Price;

(ii) One Canadian Dollar (CDN$1.00), upon Producer’s exercise of the second Option Extension(s) which amount shall not be applied against the Purchase Price; and

(iii) One Canadian Dollars (CDN$1.00), upon Producer’s exercise of the third Option Extension(s) which amount shall not be applied against the Purchase Price.

(c) The Option may be exercised by the Producer at any time on or prior to the expiration of the Term of this Option as same may be extended in accordance with this Agreement, however the Option shall be deemed to have been automatically exercised upon the commencement of principal photography of the first Production based on the Work (the “Picture”) regardless of whether the Producer has notified Author of such exercise in accordance with this Agreement.

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The Author will be granted a 50 (fifty) % (percent) share of the profits arising from sale or distribution of the Work (“Picture”), while the Producer will retain a 50 (fifty) % (percent) share. (d) The Purchase Price shall be payable to Author upon commencement of principal photography of the Picture. 8. No Obligation to Exploit. Producer shall not be obligated actually to produce any Production hereunder, or otherwise to exercise any of the Rights, it being agreed that, upon exercise of the Option, Producer's obligations hereunder shall be satisfied by payment to Author of the Purchase Price in accordance herewith. 9. Moral Rights; Right to Make Changes. Producer shall have the unlimited right to vary, change, alter, modify, add to and/or delete from the Work, and to rearrange and/or transpose the Work and change the sequence of it and the characters and descriptions of the characters contained in the Work, and to use a portion or portions of the Work or the characters, plots, or theme of it with any other literary, dramatic or other material of any kind. Subject to receiving the credit set forth in paragraph 10 below, Author hereby waive, to the benefit of Producer and any of its licensees, successors and assigns, without limitation, all of Author existing and future so-called “moral rights of author” or “droit moral” in and to the Work as such rights may exist under the laws of any jurisdiction in connection with the exercise of the Producer’s rights hereunder. 10. Screen Credit. Subject to the CAVCO rules regarding “certified film and video productions”, and subject to the Production having head credits, Author shall receive the following single card head credit on all positive prints of the Production and in all paid advertising directly controlled by the Producer, the size which shall be no less favourable than the producing credit: “Directed by Mohamed Ashareh” No casual or inadvertent failure to comply with any of the provisions of this section 10 shall be deemed a breach of this Agreement by the Producer or its successors, assigns, distributors and/or licensees. In the event of a failure or omission constituting a failure to comply with the provisions of this section, the Producer shall use its reasonable efforts to prospectively cure such failure or omission. 11. Representations And Warranties. Author hereby covenant, represent and

warrant that:

(i) Author are the lawful owner of all right, title and interest in and to the Work;

(ii) the Work is wholly original, not based on any real people, and does not contain any material which may be libellous, slanderous or otherwise infringe the rights, including any intellectual property rights of any other person, firm or corporation;

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(iii) Author are the sole authors of the Work and Author have not adapted the Work from any other literary, dramatic or other material of any kind, nature or description, nor have Author copied or used in the Work the plot, scenes, sequence or story of any other literary, dramatic or other material;

(iv) no motion picture or dramatic version of the Work, or any part of it, has been produced or authorized; no television development, presentation or program based on the Work, or any part of it, has been produced, broadcast or authorized; and no written or oral agreements or commitments with respect to the Work or with respect to any right therein, have previously been made or entered into by Author or on Author’ behalf;

(v) Author have not made nor will Author make any grant, assignment, or agreement which conflicts or interferes with the Rights or any other rights granted to Producer hereunder; (vi) there is no outstanding claim or litigation pending against or involving the title, ownership and/or copyright in the Work, or in any part of it, or in the Rights;

(vii) Author are free to enter into this Agreement without the consent of any third party;

(viii) Execution of this Agreement by Author will not contravene the terms of any agreement that Author have entered into with any third party;

(ix) Author are permanent residents of Canada and reside in the province of Ontario; and

(x) Author are not members of any Author’ guild or union. 11. Engagement of Other Author. Producer shall be entitled to engage other Author to provide their services in connection with preparing re-writes and/or polishes of the Work. 12. Right To Equitable Relief. Author hereby acknowledge that the Rights being acquired hereunder are of a special, unique, unusual, extraordinary and intellectual character which gives them a peculiar value, for the loss of which Producer cannot be reasonably or adequately compensated in damages, and a breach by Author of the provisions of this Agreement will cause irreparable injury and damage. Author therefore agree that Producer shall be entitled to injunctive and other equitable relief to prevent a breach of this Agreement or any part hereof by Author and to secure the enforcement of this Agreement. Resort to such equitable relief, however, shall not be construed to be a waiver of any other right or remedies which the Producer may have for damages or otherwise. 13. Indemnification. Author hereby agree at all times to defend, indemnify and hold harmless Producer and its successors, licensees and assigns from and against any and all

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claims, liabilities, damages, losses, judgments, and expenses (including, without limitation, reasonable attorney’s fees) which may arise from any breach or alleged breach of any representation, warranty or agreement made by Author hereunder. 14. Use of Name And Likeness. The Producer shall have and is hereby granted the non-exclusive right, without limitation as to time, to use and display Author’ names, voices and likenesses for the purposes of promoting, publicizing and advertising the Production and any other adaptation of the Production produced hereunder, provided that no commercial tie-ups shall be made by the Producer using Author’ names, voices or likenesses without Author’ written consent. 15. No Publicity. Author will not, without Producer’s prior written consent in each instance, issue or authorize the issuance or publication of any news story or publicity relating to: (i) this Agreement; (ii) the subject matter or terms hereof, or to any use by Producer, its successors, licensees and assigns; and (iii) any of the Rights granted Producer hereunder. 16. Assignment. Producer shall have the right at any time to assign or otherwise transfer this Agreement or the Assignment of Rights in whole or in part, or any or all of the Rights to any person, firm or corporation. Author shall not be entitled to assign this Agreement to any person firm or corporation. 17. No Limitation. Nothing contained in this Agreement shall be construed to be prejudicial to, or operate in derogation of, any rights, licenses, privileges or property which Producer or its successors, licensees or assigns may enjoy or be entitled to as a member of the public even if this instrument were not in existence. Author hereby agree that Author will not cause, allow or sanction any use of any story about the Work, or any part thereof by anyone other than the Producer and its successors, licensees and assigns. 18. Further Instruments. Author hereby agree to execute or cause to be executed such further documents and instruments as Producer may request in order to effectuate the terms and intentions of this Agreement, and in the event Author fail or are unable to execute any such documents or instruments Author hereby appoint Producer as Author’ attorney-in-fact with the full right and authority to execute and deliver the same, which such appointment shall be deemed a power coupled with an interest and shall be irrevocable under any and all circumstances. 19. Default. In the event of failure, commission or default constituting a breach by the Producer under this Agreement, then damages resulting from such breach will be limited to Author’ rights to recover damages in any action at law and in no event will such breach entitle Author to rescind this agreement or any of the Rights or to enjoin or to restrain the production, distribution, exhibition and/or exploitation of Production. 20. Remedies Cumulative; Waiver. All remedies recorded herein or otherwise available to either of the parties hereto shall be cumulative, and no one such remedy shall be exclusive of the other, and the pursuit of one such remedy shall not be deemed to

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waive any other or different remedy or relief to which such party might otherwise be entitled to either at law or in equity. A waiver by either party of any term or condition of this Agreement in any instance shall not be deemed or construed to be a waiver of such term or condition for the future or any subsequent breach thereof. 21. Notices. Any notice, request or other communication required or permitted to be given hereunder shall be given by pre-paid registered post addressed to addresses noted above. Any notice, request or other communication as aforesaid shall be deemed to have been given on the fourth business day (excluding Saturdays, Sundays and statutory holidays) next following the date when it is so mailed. Either of the parties may at any time give notice in writing to the other parties hereto of any change of address of the party giving such notice, and from and after the giving of such notice, the address therein specified shall be deemed to be the address for the giving of notices hereunder. 22. Entire Agreement. This Agreement contains the entire understanding of the parties hereto regarding the subject matter hereof and shall supersede any and all previous discussions, understanding, representations and agreements between the parties. There are no representations, warranties, premises, undertakings or covenants other than those herein expressly set forth. This agreement shall constitute a valid and binding agreement between the parties and enure to the benefit of the parties and their respective successors and assigns. 23. Relationship of Parties. Nothing in this Agreement is intended to, or shall be deemed to, constitute a partnership, joint venture or employee/employer relationship between the parties. Author shall not make any public statements or release any publicity with respect to any Production without the prior approval of the Producer, except for incidental media interviews. 24. Governing Law; Interpretation. This Agreement shall be governed by the laws of the Province of Ontario and the laws of Canada applicable therein. The parties hereby irrevocably attorn to the jurisdiction of the courts of the Province of Ontario. This Agreement shall not be governed or interpreted in accordance with the terms of any union or guild collective bargaining agreement. 25. Arbitration. Any controversy or claim arising out of or relating to this Agreement or any breach thereof shall be settled in Toronto, Ontario by arbitration in accordance with the rules and regulations of the American Film Marketing Association (AFMA). The determination of the arbitrator in such proceeding shall be final, binding and not subject to appeal. 26. General. If any provision of this Agreement is adjudged by an arbitrator or court to be void and unenforceable, such provision shall in no way affect any other provision of this Agreement, the application of such provision in any other circumstance, or the validity or enforceability of this Agreement. Captions are inserted for reference and convenience only and in no way define, limit or describe the scope of this Agreement or intent of any provision. This Agreement may be signed in counterparts and each such

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counterpart shall constitute an original document and each such counterpart, taken together, shall constitute one and the same instrument. Delivery of an executed counterpart of this Agreement by facsimile shall be equally effective as delivery of a manually executed counterpart of this Agreement. Any party delivering an executed counterpart by facsimile shall also deliver a manually executed counterpart of this Agreement, but failure to do so shall not affect the validity, enforceability, or binding effect of this Agreement.

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If the foregoing correctly reflects Author’ agreement with Producer, please so indicate by signing in the space provided. Very truly yours, PALMIRA PDC CORP. By: Name:

ACCEPTED AND AGREED AS OF the date written above. By: Mohamed Awad Ashareh Witness: Witness Name