RETAINER AGREEMENT

THIS AGREEMENT, dated as of ____________ between __________________Federal Credit Union, whose address
is_______________________________________________ hereinafter referred to as ("Credit Union"), and Stephen J.
Edwards, Attorney at Law, P.O. Box 321, Mt. Freedom, New Jersey 07970, hereinafter referred to as ("SJE"), covers the creation
of a client-attorney relationship between the parties.

1. Term: The term of this agreement shall be from January 1, 2010 to December 31, 2010.

2. Amount of Retainer: Credit Union shall pay to SJE a retainer of $1,900.00.

3. Retainer Services: SJE will furnish up to a total of 10 hours of legal services that may be used by the Credit Union for any
purpose. Services in excess of 10 hours will be billed at the rate of $210.00 per hour. These hours may be used for any legal
services the credit union desires, except for litigation or collection accounts, which are billed as set forth below.

4. Seminars at Credit Union: Credit Union may request that SJE provide seminars to its staff. Seminars will be for a morning or
afternoon session and will use $500 of the retainer amount. Topics will be agreed upon between the parties, which may include
an open forum format.

5. Collection Accounts: Letters to members with delinquent accounts will be sent at no additional charge. SJE will handle
delinquent loan accounts of New Jersey residents on a contingent fee basis. You may choose to pay either a 25% or 30% fee. If
you choose the 25% option, you must send a non-refundable fee of $150.00 with the account. If you choose the 30% option, no
fee is required. You may decide which option to choose on a case-by-case basis. Costs will be billed on a monthly basis. If no
recovery is effectuated, SJE will receive no further amounts. The amount of the claim includes principal, interest and the
collection charge provided in your note, at the time the loan is charged off.

SJE will remit monies collected on a monthly basis. A status report of all matters being handled will be sent with each
remittance.

Claims against out-of-state members will be forwarded to attorneys located in the area where the debtor resides by SJE, who
will act as your agent. In addition to the contingent fee charged by the out-of-state attorney, SJE will charge the Credit Union a
contingent fee of 10% of all money collected by the out-of-state attorney plus our actual out-of-pocket disbursements. SJE
cannot guarantee the acceptance by the out-of-state attorney of a claim on the same basis as set forth above. Contingent
collection fees, suit fees, and court costs vary from state to state. However, out-of-state attorneys will generally accept a matter
on a 25% contingent fee basis. In some states with high filing fees, we may ask you to pay those fees up front instead of
disbursing them on your behalf and then billing you for them.

6. Collection Account Litigation: If a delinquent member files an answer to a Credit Union collection matter and such defense
requires an appearance in court, SJE will charge a fee of $600.00 per half day spent in Court. Court appearance fees are in
addition to the fees set forth in Paragraph 6.

If the defendant files a counter claim demanding a judgment against the Credit Union, and your bonding company refuses to
defend on your behalf, SJE will defend against the counter claim. Such services will be billed at $200.00 per hour, plus costs.

7. Litigation Against Credit Union: If a member or other person institutes a suit against the Credit Union and your bonding
company or liability insurance company refuses to defend the action, SJE will represent the Credit Union on a time basis of
$200.00 per hour, plus costs.



_______________________________________
Stephen J. Edwards


____________________ Federal Credit Union



DATED: ________________ By: __________________________________