Exhibit 10.08 - May 29, 2012 Operational Licensing Agreement
between Resource Recycling and PyroTec

OPERATIONAL LICENSING AGREEMENT

This Operational Licensing Agreement (this "Agreement") is
made and effective as of May 29, 2012, between Resource Recycling
Limited, Inc., a Delaware corporation doing business at 204
Cricken Tree Drive in Simpsonville, South Carolina 29681, and its
shareholders, officers, affiliates and assigns ("Licensor") and
PyroTec, Inc. a Delaware corporation with a resident agent
located at 113 Barksdale Professional Center in Newark, Delaware
19711-3258, and its affiliates and assigns ("Licensee"),
collectively referred to as the "Parties."

Recitals

1. Licensor is a management, consulting and licensing
corporation focused on, among other things, the development and
operation of Waste Tire or other raw materials pyrolysis
facilities using patented, trademarked, service-marked, and other
intellectual property rights licensed to it by third-parties for
a fee. Licensor is the licensee of systems, processes and
products represented to it by its licensor as being protected in
the Licensed Territory (as that term is defined in this
Agreement, below) by patent, copyright, trademark, service marks,
and other types of confidential and proprietary information being
applied for registration with the U.S. Patent & Trademark
Office or protected under common or statutory law, and other
international patents (collectively referred to herein as
"Intellectual Property"). A description and identification of the
Intellectual Property licensed to Licensor with the exclusive
rights to license to third-parties on an exclusive basis, in this
case, Licensee, by patent numbers or descriptions of the other
trademarks, copyrights and service marks are attached at Exhibit
A.

2. Licensee desires to be licensed to operate Licensor's
products and Intellectual Property in the United States of
America, Canada and Mexico, and pay a monthly rate based on daily
metric tons of capacity.

3. The success of both parties to this Agreement is directly
affected by the business conduct of the Parties, and adherence to
the terms of this Agreement is a matter of mutual importance and
consequence to Licensee and Licensor.

DISPOSITIONS

In accordance with the Recitals and for good and valuable
consideration, the sufficiency of which is acknowledged, the
undersigned Parties agree as follows:

ARTICLE I

DEFINITIONS

As used in this Agreement, the following terms shall have the
meanings set forth in the succeeding paragraphs of this
Article.

1.00 "Licensed Territory" means the United States of America,
Canada and Mexico (and their respective territories).

ARTICLE II

THE EXCLUSIVE GRANT AND FEES, AND SECURITY INTEREST

2.00 Licensor grants to Licensee an exclusive license to use
the Intellectual Property sold or marketed within the Licensed
Territory. The Parties agree that this Agreement is

2.01 Licensor agrees that it will not, during the life of this
Agreement, grant a license described in paragraph 2.00 of this
Article to any third party. However, this Agreement shall not be
construed to prohibit the use in advertising of the Intellectual
Property within the Licensed Territory by other licensees located
outside the Licensed Territory.

2.02 Licensee agrees to pay Licensor a fee equal to $60,000.00
per month for every 60,000 daily metric tons of capacity, and any
pro rata amount over or under the 60,000 daily metric ton
capacity on a monthly basis, installed for units built in the
Licensed Territory by Licensee or Licensee's sub-licensee,
subject to Licensor's written approval of Licensee's sub-license
relationship. In performing its payment obligations under this
section, Licensee agrees to produce any and all necessary and
required accounting in a commercially reasonable time to validate
the amounts due and owing to Licensor. The Parties agree that
this fee is in addition to any other agreement executed between
the Parties, and the termination of one of these other separate
and distinct agreements does not relieve Licensee of its payment
and performance obligations under this Agreement.

2.03 Licensee agrees that Licensor shall be entitled to take
every action necessary in perfecting its security interest in
proceeds through this Agreement, including but not limited filing
an all assets Financing Statement/UCC-1 upon execution of this
Agreement.

ARTICLE III

EXERCISE OF LICENSE

3.00 Licensee agrees to operate its business using the
Intellectual Property within the Licensed Territory, only, unless
otherwise later amended or modified by the Parties.

3.01 Licensee agrees that, during the life of this Agreement,
it will use its best efforts to promote the goodwill represented
by the Intellectual Property.

3.02 Licensee and Licensor agree that this Agreement is not
contingent upon Licensee reaching certain sales benchmarks or
goals.

ARTICLE IV

ACKNOWLEDGMENTS BY LICENSEE

4

..00 Licensee acknowledges that Licensor retains full license
rights to the Intellectual Property and any registrations
obtained for it, both in the United States and in any other
country.
4.01 Licensee acknowledges and recognizes Licensor's
interest in, and the exclusive right to use the Intellectual
Property or license to third-parties the Intellectual Property
for territories outside the Licensed Territory.

4.02 Licensee agrees that Licensor has a legitimate business
interest in protecting the proprietary nature of the Intellectual
Property, and that Licensor has an absolute right to seek
injunctive relief pursuant to Section 13.0, below, in the event
Licensee takes any action deemed to violate Licensor's legitimate
business interests in the Intellectual Property. Licensee agrees
that it is strictly prohibited from (or attempting to) reverse
engineering, re-engineering, duplicating, and imitating, in whole
or in part, the Intellectual Property without the written consent
of Licensor, and any such action or attempt constitutes a
violation of the licensing rights stated herein entitling
Licensor to immediate injunctive relief amongst other remedies
allowed for under the common or statutory law.

ARTICLE V

TRADEMARK AND QUALITY CONTROL

5.00 Licensee agrees that the trademarks associated with the
Intellectual Property will be used by Licensee only as a
trademark and not descriptively or generically or as a trade name
or part of a trade name.

5.02 Licensee agrees that it will not use trademark of the
Intellectual Property in advertising or publicity, or on labels,
containers, or any other media displayed or distributed to the
public outside the Licensed Territory without Licensor's
prior written approval.

5.03 Licensee agrees that it will (a) at any time on request
by Licensor give Licensor a complete identification of any or all
materials and samples used or to be used in conjunction with the
Licensee's use of the Intellectual Property, and (b) not use any
materials or combinations of materials that Licensor disapproves
in writing.

ARTICLE VI

RELATIONSHIP OF PARTIES

6.00 The Parties agree that they are completely separate
entities and are not partners, joint venturers, or agents of the
other in any sense whatsoever. Neither of the Parties has the
power to obligate or bind the other or to use the name of the
other except as provided in this Agreement.

ARTICLE VII

TERM AND TERMINATION

7.00 This Agreement shall be in effect for a term of twenty
(20) years unless terminated earlier under the provisions of this
Article; however, it may be extended for an additional term on
mutual agreement of the Parties in writing.

7.01 Licensee shall have the right to terminate this Agreement
at any time on 30 days' notice in writing to Licensor.

7.02 Licensor may terminate this Agreement on 30 days'
notice in writing to Licensee for Licensee's failure to
fulfill any of its obligations under this Agreement; however, if
during the notice period Licensee remedies its failure, this
Agreement shall continue in effect as it would have done if
notice had not been given.

7.03 No waiver of any default for any period of time or
repetitious waiver of any default shall be construed as a
continuing waiver; rather, the right of termination under
paragraph 8.02 of this Article shall remain inviolate and may be
exercised at any time any default may exist, no matter how long
it lasted or how many times it may have occurred.

7.04 This Agreement shall terminate automatically on the
insolvency or bankruptcy of Licensee, on the appointment of a
receiver for Licensee, or its reorganization for the benefit of
creditors.

ARTICLE VIII

RIGHTS AFTER TERMINATION

8.00 Licensee expressly understands and agrees that the
license granted under Article II immediately ceases and
terminates on termination or expiration of this Agreement.

8.01 Licensee agrees that immediately on termination or
expiration of this Agreement it will cease all use of any
trademark or service-mark associated with the Intellectual
Property in any form whatsoever, including any words, symbols, or
marks that are confusingly or deceptively similar.

9.02 At Licensor's request made any time after termination
or expiration of this Agreement, Licensee shall assign to
Licensor any and all goodwill or rights that Licensee may have
acquired, developed, or generated in the Licensee's use of the
trademarks or service-marks of the Intellectual Property.

8.03 Licensee further agrees that Licensor shall be entitled
to injunctive and equitable relief for any violations of this
Article, and Licensee agrees to pay all costs and expenses,
including reasonable attorney fees, incurred by Licensor in
enforcing the provisions of this Article or any part of this
Agreement.

ARTICLE IX

ASSIGNABILITY

9.00 Licensee agrees that this Agreement shall remain in full
force and effect in the event of Licensee sells, transfers or
assigns its assets or stock, in whole or in part, to
third-parties, who by virtue of such a transaction would be on
actual and/or constructive notice of the duties, obligations and
rights under this Agreement.

9.01 Licensee agrees that in the event of a sale, transfer or
assignment under Section 9.00, above, Licensee shall continue to
be responsible, jointly and severally, with its
purchaser/transferee/assignee for all duties and obligations
under this Agreement, unless otherwise agreed to by Licensor in
writing.

9.02 Licensee agrees that Licensor may assign all rights under
this Agreement and these rights shall inure to the benefit of
Licensor's heirs, successors, assigns, and other legal
representatives. Licensee further agrees that this Agreement
shall remain in full force and effect in the event Licensor
acquires all or part of the Intellectual Property from its
licensor.

ARTICLE X

INFRINGEMENT

10.00 Licensee agrees to keep diligent watch over the Licensed
Territory during the term of this Agreement to detect any
apparatus, item trademark, or service mark that infringes or
possibly infringes the Intellectual Property's trademark or
service-marks, or any registration thereof. On discovery of any
infringement, or possible infringement, Licensee shall promptly
notify Licensor. Licensor shall have the first option, but not
the obligation, to sue for such infringement and to recover and
retain any and all damages recovered and shall make the decision
whether to sue within a reasonable time of the discovery of such
infringement. In the event that Licensor does not desire to sue
for such infringement, it shall notify Licensee promptly of its
decision not to sue for such infringement and Licensee shall
thereafter have the right to sue for such infringement and retain
all damages recovered. The party bringing such a suit shall be
responsible for all costs of the suit.

10.01 Each of the Parties shall reasonably cooperate and
furnish the other such information as the other may reasonably
request that is under such person's possession or control
with respect to the Licensor's trademark or any such other
trademarks or service marks for purposes of the prosecution or
defense of any related claim.

ARTICLE XI

INDEMNITY

11.00 Licensee shall indemnify, defend, and hold harmless
Licensor (and its successors, assigns, agents, employees, and
representatives) from and against all claims, actions,
liabilities, and damages, including incident costs and attorney
fees, that may be suffered by or recoverable from such parties
resulting from or arising out of any breach by Licensee of any of
its obligations under this Agreement or any claim by any party
resulting from Licensee's use of the Intellectual Property or
its business operations, brought by customers or creditors of
other, including, without limitation, any claims for warranties
or product liability.

ARTICLE XII

REPRESENTATIONS, WARRANTIES AND COVENANTS

12.00 Licensor represents and warrants to Licensee that it has
the exclusive right to the Intellectual Property. Licensor
represents that its licensing of the Intellectual Property to
Licensee does not infringe on the Intellectual Property of any
other person and Licensor shall take all reasonable steps to
secure and protect the Intellectual Property, including without
limitation the defense of any claims against the Licensee in
relation to the Intellectual Property and the Technology.

12.01 To the knowledge of Licensor, there are no claims of any
nature or description related to the Intellectual Property and
all registrations with respect to the Intellectual Property are
in good standing and are valid and enforceable.

12.02 Licensor agrees to use its best efforts to obtain all
required patent and industrial design protection for the
Intellectual Property not previously obtained.

12.03 To the extent it shall not adversely affect the
attorney-client relationship, Licensor shall ensure that any
retention arrangement with any patent agent shall provide that
Licensee shall at all times be copied on any correspondence with
any patent office and that Licensee shall have free and
unfettered access to the working files of such patent agent and
may make such enquiries with the patent agent as is necessary for
the maintenance of its continuous disclosure record with its
shareholders and the making of any decision by Licensee for any
payments hereunder.

12.04 Licensor represents and warrants that it has the right
to grant the License pursuant to the terms of this Agreement and
that entering into this Agreement does not violate any rights or
existing obligations between Licensor and any other entity.

12.05 Licensor represents and warrants that it is a
corporation in good standing under the laws of the State of
Delaware and has full authority to enter into this Agreement
without any breach of its governing documents or any applicable
law.

12.06 Licensee represents and warrants that it is a
corporation in good standing under the laws of the State of
Delaware and has full authority to enter into this Agreement
without any breach of its governing documents or any applicable
law.

ARTICLE XIII

NOTICE

13.00 Any notice or other communication required or permitted
to be made or given to either of the Parties pursuant to this
Agreement shall be sufficiently made or given on the date of
mailing if sent by certified mail, postage prepaid, to its
address set forth below, or to such other address as it shall
designate by written notice given to the other party, as
follows:

Licensor: Resource Recycling Limited, Inc.

c/o President

204 Cricken Tree Drive

Simpsonville, South Carolina 29681


Licensee: PyroTec, Inc.

c/o Resident Agent

113 Barksdale Professional Center

Newark, Delaware 19711-3258


ARTICLE XIV

MISCELLANEOUS PROVISIONS

14.00 Licensor and Licensee recognize and agree that any
violation by Licensee of the terms and conditions of the
Agreement may result in irreparable harm to Licensor, and,
therefore, Licensee agrees that Licensor shall be entitled to
(among other relief) injunctive relief in the event of a default
or breach, or alleged default or breach, of this Agreement by
Licensee, and Licensee agrees that in the event Licensor seeks
such equitable injunctive relief as a result of a default or
breach, or alleged default or breach, of this Agreement, Licensee
will not oppose such relief on the basis that an adequate remedy
is available at law. The foregoing shall not restrict the parties
from any other remedies that either may have, either under the
terms of this Agreement or under applicable law.

14.01 The Recitals at the beginning of this Agreement are
incorporated by reference. However, the headings of several
sections of this Agreement have been inserted for convenience of
reference only and are not intended to be a part of or to affect
the meaning or interpretation of the Agreement.

14.02 This Agreement shall be interpreted and construed, and
the legal relations created in this Agreement shall be
determined, in accordance with the laws of the State of
Delaware.

14.03 Should any part or provision of this Agreement be held
unenforceable or in conflict with the law of any jurisdiction,
the validity of the remaining parts or provision shall not be
affected by such holding, the intent of the Parties being to
effectuate this Agreement to the fullest extent possible.

The parties have executed this Agreement on the date listed on
the first page of this Agreement.

WITNESS


/s/ Katherine S. Gilmore-Sykes

Name: Katherine S. Gilmore-Sykes



LICENSOR



		By:/s/ Thomas Sykes 

Name:  Thomas Sykes

Its: Authorized Officer



		WITNESS
		

	/s/ Mark Rynearson	

	Name: Mark Rynearson
		

		LICENSEE



	By: /s/ Jon Dyer 

Name: Jon Dyer

Its: Chairman of the Board