BIOSPHERE
DEVELOPMENT CORP

      (BAHAMAS)

      


      BIOSPHERE
TECHNOLOGY LICENSE

      AGREEMENT

      


      License
number BTLA-200701

      


      awarded
to

      


      Global
NRG, Ltd.

      


      October
1, 2007

      


      Biosphere
Development Corp hereby exclusively licenses Global NRG, Ltd. for an initial
period of 5 years with subsequent rollover options for further 5 to 10 year
periods, providing Global NRG Ltd reaches and maintains generation of a minimum
of 100,000 Megawatts of electricity per annum within a period of 2 years, to use
Biosphere System Technology for the purpose of marketing, selling, leasing and
operating Biosphere Process Systems in the countries of Australia, New Zealand,
the Pacific Islands of Papua Nuigini, Fiji, Noumea, Vanuatu, Western Samoa,
Tonga and Cook Islands and Africa, with the exceptions of Libya, Angola, Cote
D’Ivore, Mauritius, Cape Verte, and Algeria, using the Bio Sphere technology.
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 Global NRG, Ltd. 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.

       

      
        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      


      

      


      This
BIOSPHERE TECHNOLOGY LISENCE AGREEMENT (hereinafter referred to as the “BTLA”)
is granted on October 1, 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 Global NRG, Ltd. (hereinafter referred to as "GLOBAL") its owners,
subsidiaries, affiliates, successors and or assigns, a corporation incorporated
under the laws of the Territory of the British Virgin Islands, with an address
at  P.O. Box 3321, Drake Chambers, Road Town, Tortola, British Virgin
Islands; 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.

      


      BDC
hereby permits GLOBAL, on the basis of this BTLA, and GLOBAL hereby acknowledges
all of the obligations of this BTLA by which GLOBAL is allowed exclusive use of
the Biosphere technology and documentation for the purpose of marketing,
selling, leasing and operating Systems in the licensed Countries. The Parties
agree that this BTLA is given by BDC to GLOBAL solely and only for the purpose
of 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 GLOBAL 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.

      


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

      


      
        	
                1.

              	
                Disclosure:

              


      

      


      BDC
hereby permits access by GLOBAL to such technological information as is needed
for GLOBAL to sell, lease and or operate Biosphere Process Systems.

      


      
        	
                2.

              	
                Consideration
      for Permit.

              


      

      


      BDC
grants this license for a period of five years in return for:

      


      1). The
sum of Ten United States Dollars USD$10.00; plus


      
        
           


        

        
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      2).
GLOBAL NRG., selling sufficient Biosphere System’s to generate a minimum of
100,000 Megawatts per hour of electricity generation capacity to be achieved
within 2 years from the date of execution of this document; plus

      


      3). The
payment to BDC by Global NRG of an annual royalty of 12.5% of the gross revenue
generated by the use of Biosphere System in all countries under this license for
the complete operational life time of the Systems. The mechanism for auditing,
protecting and collecting this annual royalty of fee will be developed between
the parties and appended hereto within 30 days of the date hereto.

      


      
        	
                3.  

              	
                Manufacturing.

              


      

      


      Biosphere
Development Corp agrees to review its manufacturing agreements to provide for
Biosphere Process System manufacturing facilities in some of the countries
licensed to Global NRG if commercially viable.

      


      
        	
                4.

              	
                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.

      


      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.

      


      
        	
                5.

              	
                No
      Brokers.

              


      

      


      All
negotiations relative to this BTLA have been conducted by BDC directly with
GLOBAL, 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.


      
        
           


        

        
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                6. 

              	
                Consents, Further
      Instruments and Cooperation.

              


      

      


      GLOBAL
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 GLOBAL'S
reasonable request. GLOBAL 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.

      


      
        	
                7.

              	
                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.
Global and 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
McCormack. GLOBAL 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 countries of Australia, New Zealand, the Pacific
Islands of Papua Nuigini, Fiji, Noumea, Vanuatu, Western Samoa, Tonga and Cook
Islands and Africa, with the exceptions of Libya, Angola, Cote D’Ivore,
Mauritius, Cape Verte, and Algeria unless otherwise permitted in writing, in
advance, from BDC.

      


      
        	
                8.

              	
                No
      Assignment.

              


      

      


      Global
may not assign this BTLA or any obligation herein without the prior written
consent of BDC, which will not be unreasonably withheld.  Global is
not restricted from assigning portions of its obligations to subsidiaries while
in the process of purchasing and operating additional systems, nor is Global
restricted from sub-contracting with companies in its normal course of business,
in order to remain competitive, as referenced in Section 9. 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.
GLOBAL may not assign this BTLA or any part hereto


      
        
           


        

        
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                9.

              	
                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
GLOBAL and BDC concerning its subject matter. This BTLA may not be modified
except in writing and signed by both Parties.

      


      
        	
                10.

              	
                Return
      of Documentation and
records.

              


      

      


      GLOBAL
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, and architectural drawings,
and shall maintain a complete documentary record of any and all activities
performed under this agreement. GLOBAL 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 GLOBAL in. a suitably secure fashion so as to
avoid their unintended dissemination to unrelated third parties or competitors
of BDC. GLOBAL is expressly forbidden from providing any
information, documentation, designs, plans or operating information to any third
party without the express written consent of both MCCORMACK and
BDC.

      


      
        	
                11.

              	
                Severability.

              


      

      A.           This
Agreement shall be interpreted and construed according to, and governed by, the
law in force in the Special Administrative Region of Hong Kong PRC, and the
parties irrevocably submit to the non-exclusive jurisdiction of the courts of
Hong Kong for determining any dispute concerning this agreement.

      


      B.           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.

      


      C.           In
any action or proceeding to enforce rights under the agreement, the prevailing
party will be entitled to recover its costs and attorneys'
fees.


      
        
           


        

        
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                12.

              	
                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 GLOBAL:

                    	
                       

                    
	 
      	
                      Chief
      Executive Officer

                    
	 
      	
                      P.O.
      Box 3321,

                    
	 
      	
                      Drake
      Chambers,

                    
	 
      	
                      Road
      Town,

                    
	 
      	
                      Tortola,
      British Virgin Islands

                    
	
                      Tel

                    	 
      
	
                      Fax

                    	
                      61
      2 9666 7518

                    
	
                      Email.

                    	
                      globalnrg@fanzainc.com

                    
	 
      	 
      
	
                      If
      to BDC:

                    	
                      Dr.
      CA McCormack

                    
	 
      	
                      Chairman

                    
	 
      	
                      Biosphere
      Development Corp

                    
	 
      	
                      P.O.
      Box 13277 Cable Beach

                    
	
                       

                    	

                      Nassau
      Bahamas.  

                    
	
                      Tel

                    	
                      +1
      561 892 7930

                    
	
                      Fax

                    	
                      +1
      561 459 3813

                    
	
                      Email

                    	
                      drca2005@msn.com

                    


            

          

        

      

      


      
        	
                13.

              	
                Relationship
      of the Parties.

              


      

      


      The
relationship between GLOBAL 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 GLOBAL 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.

      


      
        	
                14.

              	
                Headings.

              


      

      


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


      
        
           


        

        
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      IN
WITNESS WHEREOF, the parties have executed this BTLA the 29th day of
September 2007.

      


      FOR
Biosphere Development Corp (Bahamas)

      


      
        
          
            
              
                
                  
                    
                      	
                              BY:

                            	 
      	 
      	
                              Witness:

                            	
                               

                            	 
	 
      	
                              Dr.
      CA McCormack

                            	 
      	 
      	 
      	 
	 
      	
                              Chairman

                            	 
      	 
      	 
      	 
	 
      	
                              Biosphere
      Development Corp

                            	 
      	 
      	 
      	 
	 
      	
                              P.O.
      Box 13277 Cable Beach

                            	 
      	 
      	 
      	 
	 
      	
                              Nassau
      Bahamas.

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

                            	 
      	 


                    

                  

                

              

            

          

        

      

      


      FOR
Global NRG, Ltd.

      


      
        
          
            
              
                
                  
                    	
                            BY:

                          	 
      	 
      	
                            Witness:

                          	
                             

                          	 
	 
      	
                            Chief
      Executive Officer

                          	 
      	 
      	 
      	 
	 
      	
                            Global
      NRG, Ltd.

                          	 
      	 
      	 
      	 
	 
      	
                            P.O.
      Box 3321,

                          	 
      	 
      	 
      	 
	 
      	
                            Drake
      Chambers,

                          	 
      	 
      	 
      	 
	 
      	
                            Road
      Town,

                          	 
      	 
      	 
      	 
	 
      	
                            Tortola,
      British Virgin Islands

                          	 
      	 


                  

                

              

            

          

        

      

      


      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.

      


      
        
          
            
              
                
                  
                    
                      	 
      	 
      	
                              Witness:

                            	 	 
	
                              Dr.
      CA McCormack

                            	 
      	 
      	 	 


                    

                  

                

              

            

          

        

      

       

      
        
           


        

        
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