BIOSPHERE
      DEVELOPMENT CORP 

    (BAHAMAS)

    


    BIOSPHERE
      TECHNOLOGY LISENCE

     AGREEMENT

    


    Licence
      number BDC 200706

    


    awarded
      to

    


    The
      Shenzhen Branch of the Yankuang Group 

    Company
      Limited 

    


    December
      18th
      2007

    
      

        Biosphere
          Development Corp hereby licences the Shenzhen Branch of the Yankuang Group
          Company Limited (YANKUANG) to use Biosphere System Technology for the purpose
          of
          manufacturing, marketing, selling, leasing and operating Biosphere Process
          Systems in the Peoples Republic of China. This licence provides that any
          developments, modifications, alterations, enhancements and/or improvements
          arising from or as a result of this licence in any format from the actions
          of
          YANKUANG are and shall remain at all times the sole property of Dr CA McCormack,
          and that McCormack shall retain all other rights to the Biosphere System
          Technology in accordance with the contractual agreements between McCormack
          and
          Biosphere Development Corp (Bahamas).

         

        

         

        Dr.
          CA
          McCormack 

        Chairman
          Biosphere
          Development Corp

        P.O.
          Box
          13277 Cable Beach

        Nassau
          Bahamas.

        


        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

      

    

    
      
        


        

         

      

      BIOSPHERE
        TECHNOLOGY LISENCE AGREEMENT

      Licence
        number BDC 200706

      awarded
        to

      The
        Shenzhen Branch of the Yankuang Group Company Limited 

      


      December
        18th
        2007


      


      This
        BIOSPHERE TECHNOLOGY LISENCE AGREEMENT (hereinafter referred to as the “BTLA”)
        is granted on December 18th
        2007 by
        Biosphere Development Corp (Bahamas) (hereinafter
        referred to as "BDC") a
        Bahamian Corporation, (No. 134790 B) incorporated in Nassau Bahamas under
        the
        Bahamian International Business Companies Act, 2000, with an address at
P.O.
        Box
        13277 Cable Beach Nassau Bahamas, to
        The
        Shenzhen Branch of the Yankuang Group Company Limited (hereinafter
        referred to as "YANKUANG") its owners, subsidiaries, affiliates, successors
        and
        or assigns, a corporation incorporated under the laws of the Peoples Republic
        of
        China with an address at 22nd
        Floor
        Building Pengsheng Garden Bagua yi Road Fu Tian District Shenzhen:

      


      both
        hereinafter collectively referred to as "the Parties".

      


      The
        Parties acknowledge that Dr. CA McCormack (MCCORMACK) has developed and owns
        a
        proprietary system, the Biosphere ProcessÔ
        System,
        the design and all components thereof and associated know how developed prior
        to
        the execution of this BTLA or during the course of the operation of this
        BTLA,
        which MCCORMACK has assigned to BDC for purposes of commercial marketing,
        manufacturing and development (hereafter "System" or "Systems"). The Parties
        further acknowledge and declare that MCCORMACK is a third party beneficiary
        to
        this Agreement.

       

      
        	
                Mr
                  Chang You Wang 

              	
                Dated
                  December 18th 2007

              
	
                Dr.
                  CA McCormack 

              	
                Dated
                  December 18th 2007

              


      

       

      
        P.O.
          BOX CB-13277

        CABLE
          BEACH NASSAU BAHAMAS

        Tel
          / Fax +1 (242) 323-0086 / +(852) 3010 3838

        Email:
          global@coralwave.com

        


        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

        
          


          

        

         

      

      BDC
        hereby permits YANKUANG, on the basis of this BTLA, and YANKUANG hereby
        acknowledges all of the obligations of this BTLA by which YANKUANG is allowed
        to
        use such design and production technology and documentation for the purpose
        of
        manufacturing, marketing, selling, leasing and operating Systems in the Peoples
        Republic of China. The Parties agree that this BTLA is given by BDC to YANKUANG
        solely and only for the purpose of manufacturing, marketing, selling, leasing
        and operating Systems and that all plans, designs, and engineering, and any
        developments, modifications, alterations, enhancements and/or improvements
        arising there from as a result of this BTLA’s operation or arising in any format
        from the actions of YANKUANG are and shall remain at all times the sole property
        of MCCORMACK and that MCCORMACK shall retain all other rights to the System
        in
        accordance with the assignment provided by MCCORMACK to BDC. The Parties
        agree
        that this BTLA as awarded by BDC to YANKUANG does not transfer to YANKUANG
        any
        rights, implied or otherwise to the Green Energy Credits that the Biosphere
        Systems will or can ever generate. The Parties agree that such Green Energy
        Credits as are produced pursuant to this BTLA are and remain the exclusive
        property of BDC. 

       

      NOW,
        THEREFORE, in consideration of the premises and the mutual covenants contained
        herein, the Parties agree as follows:

      


      
        	1.	
                Disclosure:

              


      

      


      
        	A.	
                ENGINEERING
                  DESIGNS. BDC hereby permits access by YANKUANG to all the production
                  and
                  technology designs, needed for the manufacture, marketing, selling,
                  leasing and operating of the System, including but not limited
                  to the,
                  engineering production designs, technology of manufacturing, materials
                  descriptions, copyright, patents, computer software and related
                  documents
                  to the System.

              


      

      


      Information
        disclosed and permitted by BDC to YANKUANG shall include, but is not limited
        to:

       

      
        
          	
                  
                    Mr
                      Chang You Wang

                  

                	
                  
                    Dated
                      December 18th
                      2007

                  

                
	
                  
                    Dr.
                      CA McCormack

                  

                	
                  
                    Dated
                      December 18th
                      2007

                  

                


        

         

      

      
        P.O.
          BOX CB-13277

        CABLE
          BEACH NASSAU BAHAMAS

        Tel
          / Fax +1 (242) 323-0086 / +(852) 3010 3838

        Email:
          global@coralwave.com

        


        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

        
          


          

        

      

       

      All
        System Design Specification and Software in all versions and all forms of
        expression thereof, including but not limited to the Software source code,
        object code, flow charts, and block diagrams, and programmer documentation,
        previous versions, notes, other information relating to the System; and all
        copyrights, trade secrets, patentable inventions, proprietary rights and
        intellectual property contained therein or connected therewith, including
        without limitation BDC's copyright in the System. The par

      


      
        	B.	
                DELIVERY.
                  System designs shall be delivered to YANKUANG at BDC's election
                  following
                  execution of this BTLA.

              


      

      


      
        	C.	
                BDC
                  shall from time to time, but without further consideration, execute
                  and
                  deliver such instruments or documents and take such other action
                  as is
                  reasonably necessary which YANKUANG may request in order to more
                  effectively carry out this BTLA.

              


      

       

      
        	2.	
                Consideration
                  for Permit.

              


      

      


      BDC,
        for
        ten dollars and other consideration, hereby permits YANKUANG the use of the
        full
        design specification of the System and the right to manufacture, market,
        sell,
        lease and operate the Systems under the terms of this BTLA.

      


      
        	3.	
                Representations
                  and Warranties.

              


      

      


      The
        Parties represent warrant and covenant as follows:

       

      
        	A.	
                Title;
                  Infringement.
                  BDC enjoys good and marketable title and rights to the System,
                  including
                  the copyright to the System, and has all necessary rights to enter
                  into
                  this BTLA without violating any other agreement or commitment of
                  any sort.
                  BDC does have outstanding agreements and understandings, written
                  and oral,
                  concerning the System design with a number of manufacturers. The
                  System
                  does not infringe or constitute a misappropriation of any trademark,
                  patent, copyright, trade secret, proprietary right or similar property
                  right. BDC agrees to defend, indemnify and hold YANKUANG, its
                  subsidiaries, affiliates and licensees harmless against any action,
                  suit,
                  expense, claim, loss, liability or damage based on a claim that
                  the System
                  infringe or constitute a misappropriation of any trademark, patent,
                  copyright, trade secret, proprietary right or similar property
                  right. BDC
                  shall give YANKUANG prompt written notice of any such claim. BDC
                  shall
                  assume responsibility for defending any suit or proceeding brought
                  against
                  YANKUANG based on any claim that the System infringes or constitutes
                  a
                  misappropriation of any trademark, patent, copyright, trade secret,
                  proprietary right or similar property right; provided, however,
                  that
                  YANKUANG shall give BDC prompt notice in writing of the assertion
                  of any
                  such claim and of the threat or institution of any such suit or
                  proceeding, and all authority, information and assistance required
                  for the
                  defence of the same. MCCORMACK and BDC shall have the sole right
                  to
                  designate counsel to represent YANKUANG or otherwise agree to counsel
                  submitted by YANKUANG. BDC shall pay all damages and costs awarded
                  against
                  YANKUANG, but shall not be responsible for any cost, expense or
                  compromise
                  incurred without BDC's consent. The Representations and Warranties
                  contained herein apply to the lifetime of this BTLA and shall survive
                  this
                  BTLA in perpetuity.

              


      

       

      
        
          
            	
                    
                      Mr
                        Chang You Wang

                    

                  	
                    
                      Dated
                        December 18th
                        2007

                    

                  
	
                    
                      Dr.
                        CA McCormack

                    

                  	
                    
                      Dated
                        December 18th
                        2007

                    

                  


          

           

        

        
          P.O.
            BOX CB-13277

          CABLE
            BEACH NASSAU BAHAMAS

          Tel
            / Fax +1 (242) 323-0086 / +(852) 3010 3838

          Email:
            global@coralwave.com

           

          
            
              
              

            

            
              
              

              
                

              

            

            
              
              

            

          

        

      

      
        


        

      

       

      
        	B.	
                Authority
                  Relative to this BTLA.
                  This BTLA is a legal, valid and binding obligation of the Parties.
                  No
                  consent or approval by any person or entity or public authority
                  is
                  required to authorize or is required in connection with the execution,
                  delivery or performance of this BTLA by the
                  Parties.

              


      

      


      
        	C.	
                No
                  Default.
                  There is no outstanding default by BDC in connection with any third
                  party
                  agreement involving the manufacturing of the
                  System.

              


      

       

      
        	4.	
                No
                  Brokers.

              


      

      


      All
        negotiations relative to this BTLA have been conducted by BDC directly with
        YANKUANG, without the intervention of any third person(s), and in such manner
        as
        to not give rise to any valid claim against the Parties hereto for brokerage
        commissions, finder's fees or other like payments.

       

      
        
          
            
              	
                      
                        Mr
                          Chang You Wang

                      

                    	
                      
                        Dated
                          December 18th
                          2007

                      

                    
	
                      
                        Dr.
                          CA McCormack

                      

                    	
                      
                        Dated
                          December 18th
                          2007

                      

                    


            

             

          

          
            P.O.
              BOX CB-13277

            CABLE
              BEACH NASSAU BAHAMAS

            Tel
              / Fax +1 (242) 323-0086 / +(852) 3010 3838

            Email:
              global@coralwave.com

          

        

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      
        


        
 

      

      
        	5.	
                Consents,
                  Further Instruments and Cooperation.

              


      

      


      YANKUANG
        and BDC shall each use their respective best efforts to obtain the consent
        or
        approval of each person or entity, if any, whose consent or approval shall
        be
        required in order to permit it to consummate the transactions contemplated
        hereby, and to execute and deliver such instruments and to take such other
        action as may be required to carry out the transactions contemplated by this
        BTLA. BDC shall execute, or cause its employees and agents to deliver, any
        required material or other similar document or instrument, following YANKUANG'S
        reasonable request. YANKUANG will execute and record all other instruments
        required from time to time by BDC or MCCORMACK, including but not limited
        to the
        execution and recordation of documents evidencing the rights and title of
        BDC or
        MCCORMACK in and to the Systems.

      


      
        	6.	
                BDC's
                  Use of the Systems

              


      

      


      BDC
        retains hereby and by way of its assignment from MCCORMACK all rights whatsoever
        in the System and does retain the right to use the System, or any material
        relating to the System for any purpose, personal, commercial, or otherwise.
        BDC
        furthermore shall maintain all information relating to the System or use
        of the
        System in confidence and shall have the right to disclose any aspect of the
        System to any third party without the prior written consent of YANKUANG.
        YANKUANG agrees not to participate in any activities relating to development,
        marketing or sale of the System or competing technologies that would compete,
        directly or indirectly, with BDC's marketing or distribution of the System
        outside of the Peoples Republic of China unless otherwise permitted in writing,
        in advance, from BDC.

       

      
        
          	7.	
                  No
                    Assignment.

                


        

      

      


      BDC
        may
        not assign this BTLA or any obligation herein without the prior written consent
        of YANKUANG. This BTLA shall be binding upon and inure to the benefit of
        the
        Parties named herein and their respective heirs, executors, personal
        representatives, successors and assigns. YANKUANG may not assign this BTLA
        or
        any part hereto.

       

      
        
          
            
              
                	
                        
                          Mr
                            Chang You Wang

                        

                      	
                        
                          Dated
                            December 18th
                            2007

                        

                      
	
                        
                          Dr.
                            CA McCormack

                        

                      	
                        
                          Dated
                            December 18th
                            2007

                        

                      


              

               

            

            
              P.O.
                BOX CB-13277

              CABLE
                BEACH NASSAU BAHAMAS

              Tel
                / Fax +1 (242) 323-0086 / +(852) 3010 3838

              Email:
                global@coralwave.com

               

              
                
                  
                  

                

                
                  
                  

                  
                    

                  

                

                
                  
                  

                

              

            

          

        

      


        
        


      
        


        

         

      

      
        	8.	
                Entire
                  Agreement.

              


      

      


      This
        BTLA
        contains the entire understanding of the Parties, and supersedes any and
        all
        other agreements presently existing or previously made, written or oral,
        between
        YANKUANG and BDC concerning its subject matter. This BTLA may not be modified
        except in writing and signed by both Parties.

      


      
        	9.	
                Return
                  of Documentation and
                  records.

              


      

       

      YANKUANG
        when requested by BDC, will deliver to BDC all copies of all documents relating
        to the services performed, including subcontractor bids, test results,
        laboratory analyses, plans, blue prints, designs etc, and shall maintain
        a
        complete documentary record of any and all activities performed under this
        agreement. YANKUANG shall maintain true and correct records and catalogues
        in
        connection with each service performed and all transactions related thereto
        and
        shall retain all such records for twenty-four (24) months after the end of
        the
        calendar year in which the last service pursuant to this Agreement was performed
        before returning all such records to BDC. All records including test results,
        laboratory analyses, plans, blue prints, designs etc, shall be maintained
        for
        BDC by YANKUANG in. a suitably secure fashion so as to avoid their unintended
        dissemination to unrelated third parties or competitors of BDC. YANKUANG
        is
        expressly from providing any information, documentation, designs, plans or
        operating information to any third party without the express written consent
        of
        both MCCORMACK and BDC.

       

      
        	10.	
                Severability.

              


      

      


      If
        any
        provision of this BTLA is declared by a court of competent jurisdiction to
        be
        invalid, void or unenforceable, the remaining provisions of this BTLA
        nevertheless will continue in full force and effect without being impaired
        or
        invalidated in any way.

      
         

        
          
            
              
                
                  	
                          
                            Mr
                              Chang You Wang

                          

                        	
                          
                            Dated
                              December 18th
                              2007

                          

                        
	
                          
                            Dr.
                              CA McCormack

                          

                        	
                          
                            Dated
                              December 18th
                              2007

                          

                        


                

                 

              

              
                P.O.
                  BOX CB-13277

                CABLE
                  BEACH NASSAU BAHAMAS

                Tel
                  / Fax +1 (242) 323-0086 / +(852) 3010 3838

                Email:
                  global@coralwave.com

              

            

          

        

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      
        


        

         

      

      
        	11.	
                Notices. 

              


      

       

      All
        notices, requests, demands, and other communications hereunder shall be deemed
        to have been duly given if delivered or mailed, certified or registered mail
        with postage prepaid:

      


      If
        to
        YANKUANG:

      


      Mr.
        Chang
        You Wang

      Chairman

       

      The
        Shenzhen Branch of the Yankuang group Company Limited its owners, subsidiaries,
        affiliates, successors and or assigns.

       

      22nd
        Floor
        Building Pengsheng 

      Garden
        Bagua yi Road 

      Fu
        Tian
        District Shenzhen:

      Tel

      Fax

      email

      If
        to
        BDC:

      


      Dr.
        CA
        McCormack 

      Chairman

      Biosphere
        Development Corp

      P.O.
        Box
        13277 Cable Beach

      Nassau
        Bahamas.

      Tel
        001
        242 323 0086

      Fax
        001
        561 892 7930

      Email
        drca2005@msn.com

      
        


        
          	12.	
                  Relationship
                    of the Parties.

                


        

         

        The
          relationship between YANKUANG and BDC under this BTLA is that of Permittee
          and
          Permitting Party. Nothing in this BTLA is intended to be construed so as
          to
          suggest that the Parties hereto are partners or joint ventures, or that
          either
          Party hereto or its employees are the employee or agent of the other. Except
          as
          expressly set forth herein, neither YANKUANG nor BDC has no authority and
          neither express nor implied right or authority under this BTLA to assume
          or
          create any obligations on behalf of or in the name of the other or to bind
          the
          other to any contract, agreement or undertaking with any third
          party.

         

      

      
        
          
            
              
                
                  
                    	
                            
                              Mr
                                Chang You Wang

                            

                          	
                            
                              Dated
                                December 18th
                                2007

                            

                          
	
                            
                              Dr.
                                CA McCormack

                            

                          	
                            
                              Dated
                                December 18th
                                2007

                            

                          


                  

                   

                

                
                  P.O.
                    BOX CB-13277

                  CABLE
                    BEACH NASSAU BAHAMAS

                  Tel
                    / Fax +1 (242) 323-0086 / +(852) 3010 3838

                  Email:
                    global@coralwave.com

                   

                  
                    
                      
                      

                    

                    
                      
                      

                      
                        

                      

                    

                    
                      
                      

                    

                  

                

              

            

          

        

      

      
        


        

      

       

      
        	13.	
                Headings.

              


      

      


      Headings
        used in this BTLA are provided for convenience only and shall not be used
        to
        construe meaning or intent.

       

       

      (end)
        

      (rest
        of
        page left intentionally blank) 

      
        

      

      
         

        
          
            
              
                
                  
                    
                      	
                              
                                Mr
                                  Chang You Wang

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            
	
                              
                                Dr.
                                  CA McCormack

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            


                    

                     

                  

                  
                    P.O.
                      BOX CB-13277

                    CABLE
                      BEACH NASSAU BAHAMAS

                    Tel
                      / Fax +1 (242) 323-0086 / +(852) 3010 3838

                    Email:
                      global@coralwave.com

                     

                    
                      
                        
                        

                      

                      
                        
                        

                        
                          

                        

                      

                      
                        
                        

                      

                    

                  

                

              

            

          

        

      

      
        


        

         

      

      IN
        WITNESS WHEREOF, the parties have executed this BTLA the 18th
        day of
        December 2007.

      


      FOR
        Biosphere
        Development Corp (Bahamas)

       

       

      BY:
        


      Dr.
        CA
        McCormack 

      Chairman

      Biosphere
        Development Corp

      P.O.
        Box
        13277 Cable Beach

      Nassau
        Bahamas.

      For
        and
        on behalf of Biosphere
        Development Corp (Bahamas).

      


      Witness:

       

      FOR
        The
        Shenzhen Branch of the Yankuang Group Company Limited.

       

       

      BY:
        

      Mr.
        Chang
        You Wang

      Chairman

       

      The
        Shenzhen Branch of the Yankuang Group Company Limited its owners, subsidiaries,
        affiliates, successors and or assigns.

       

      22nd
        Floor
        Building Pengsheng 

      Garden
        Bagua yi Road 

      Fu
        Tian
        District Shenzhen:

       

      Witness:

       

      
        
          
            
              
                
                  
                    
                      	
                              
                                Mr
                                  Chang You Wang

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            
	
                              
                                Dr.
                                  CA McCormack

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            


                    

                     

                  

                  P.O.
                    BOX CB-13277

                  CABLE
                    BEACH NASSAU BAHAMAS

                  Tel
                    / Fax +1 (242) 323-0086 / +(852) 3010 3838

                  Email:
                    global@coralwave.com

                   

                  
                    
                      
                      

                    

                    
                      
                      

                      
                        

                      

                    

                    
                      
                      

                    

                  

                

                
                  
                    


                    


                  

                

              

            

          

        

      

       

      And
        now
        enter Dr. CA McCormack who signifies acceptance of all of the undertakings
        and
        obligations of this BTLA in his favour as third party beneficiary
        thereof.

      


       

      Dr.
        CA
        McCormack

      


      (end)
        

      (rest
        of
        page left intentionally blank)

      
        

      

    

    
       

      
        
          
            
              
                
                  
                    
                      	
                              
                                Mr
                                  Chang You Wang

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            
	
                              
                                Dr.
                                  CA McCormack

                              

                            	
                              
                                Dated
                                  December 18th
                                  2007

                              

                            


                    

                     

                  

                  
                    P.O.
                      BOX CB-13277

                    CABLE
                      BEACH NASSAU BAHAMAS

                    Tel
                      / Fax +1 (242) 323-0086 / +(852) 3010 3838

                    Email:
                      global@coralwave.com