Filed by Automated Filing Services Inc. (604) 609-0244 - Global Energy, Inc.






LAND LEASE AGREEMENT MADE BETWEEN SOUTHERN

NATIONS NATIONALITIES PEOPLE'S REGIONAL STATE,
GAMO
GOFA ZONE, AND GLOBAL ENERGY ETHIOPIA PLC


Whereas, the Southern Nations Nationalities People's
Regional State (“SNNPRS”), Address: _________, Tel: __________, Fax: __________,
P.O. Box: ____, (hereafter called the LESSOR) has granted its consent and
approval to the request made by Global Energy Ethiopia, Private Limited Company,
Address: Addis Ababa, at Kirkos Sub-City, Kebele 02, House No 171, Tel:
_____________(hereafter called "The LESSEE”) to 15 hectares of Rural Land
situated in the Southern Nations Nationalities People's Regional State, Gamu
Gofa Zone, Kucha Woreda, (hereinafter Leased Land) described as follows: 

15 hectares of Rural Land located in Gamu Gofa Zone, Kucha
Woreda, Peasant Association _______in a certain locality named ________
(as shown in the attached map which is an integral part of this Agreement)
whose topography and physical characteristics are suitable for building and
further operation of an Oil Mill and Cake Extraction Factory as well as for the
erection of residential, warehousing and administrative facilities; 

Whereas, the Lessor represents and warrants that it is
empowered by the Southern Nations, Nationalities and People's Regional State
Investment Administration Proclamation No. 81/96, Article 18/21; 

Whereas, the Lessee requires the Leased Land for purposes of
  building an oil mill factory for the processing of the castor, jatropha and
  other oil seeds.






NOW THEREFORE, the parties have executed this Land Lease
Agreement on this 5th day of October 2007 under the terms and conditions
indicated herein below. 

	1. 	
      Period of the Land Lease and Payment Rate of the
      Land Lease

	 	 	 	 
		1.1 	
      This Land Lease Agreement is made for a period of 50
      (fifty) years.

	 	 	 	 
		1.2 	
      Land rental Payment Procedure:

	 	 	 	 
			1.2.1 	
      The rental payment for the rural land indicated in the
      first Preamble of this Agreement shall be Birr 47 (forty seven) or Birr 78
      (seventy eight) per hectare per year, depending the Leased Land will be
      defined as second or first class land respectively.

	 	 	 	 
			1.2.2 	
      Lessee shall pay no compensation for land to be used for
      factory site as described in the first Preamble of this Land Lease
      Agreement.

	 	 	 	 
	2. 	
      Rights of the Lessee

	 	 	 	 
		
      The Lessee has the right to:

	 	 	 	 
		2.1 	
      establish offices, residential premises, fuel stations,
      health and educational centres for its operation and staff workers and
      such other related facilities

	 	 	 	 
		2.2 	
      develop and administer the land;

	 	 	 	 
		2.3 	
      build infrastructures such as dams, water boreholes,
      irrigation systems, drainage systems, roads, bridges, oil extraction
      facilities and refineries and all other buildings necessary and essential
      for its activities;

	 	 	 	 
		2.4 	
      Have free access to and use of water resources on, under,
      nearby and adjacent to the land in cooperation with the local
    farmers;








	3. 	
      Obligations of the Lessee

	 	 
		
      3.1 
	The Lessee is expected to develop completely the whole
      of the land allocated within three (3) years. If no development
      process is carried out within a period of three (3) years from the date of
      execution of this Land Lease Agreement, then the undeveloped land shall be
      repossessed by the Lessor by giving six (6) months advance written notice
      to abandon the Leased Land. Rental payment, where applicable, for the year
      shall be calculated on a pro rata basis for the land repossessed by the
      Lessor. 



	 	3.2 	
      The Lessee, shall, upon expiry of the Lease, or
      termination thereof, remove its properties from the land in a systematic
      manner and deliver the land back to the Lessor within no more than six
      months.

	 	 	 
	 	3.3 	
      The Lessee has the right to implement the project in
      accordance with its own operational plans without interference or approval
      by any governmental authority.

	 	 	 
	 	3.4 	
      The Lessee has the obligation to settle the current
      annual land lease rent to the District Revenue Office in which the
      land is found during the period from the beginning of January up to the
      month of June of each calendar year.

	 	 	 
	 	3.5 	
      The resources found on the land such as trees, stones,
      sand etc. belong to the Lessor, it being understood that the Lessee has
      the full right to use any of the said resources free of charge for the
      purposes of creating infrastructure such as buildings, roads, canals, dams
      etc. within and adjacent to the area of the Leased Land, under completion
      of legal regulations.








		3.6 	
      The Lessee affirms that the principal objective of this
      lease is for processing of oil crops.

	 	 	 	 
	4. 	
      Rights of the Lessor

	 	 	 	 
		4.1 	
      The Lessor has the right to:

	 	 	 	 
			(a) 	
      monitor and establish the fact that the Lessee is
      discharging and accomplishing its obligations diligently;

	 	 	 	 
			(b) 	
      cancel the Lease due to failure of the Lessee to
      discharge its material obligations under this Land Lease Agreement,
      provided however that Lessee is given a one year prior notice and fails to
      cure such failure within such one year period.

	 	 	 	 
		4.2 	
      The right of the Lessor under Article 4.1(a) above shall
      be exercised and performed in a manner that does not cause any hindrance
      to the work activities of the Lessee.

	 	 	 	 
	5. 	
      Obligation of the Lessor

	 	 	 	 
		5.1 	
      The Lessor shall be obliged to deliver and handover the
      leased Land to the Lessee within ten (10) days from the date of execution
      of this Land Lease Agreement.

	 	 	 	 
		5.2 	
      In view of the importance of the proposed major
      investment, the Lessor undertakes to provide special investment privileges
      such as exemptions from taxation, import duties of capital goods
  and








		
      repatriation of capital and profits under the investment
      laws of Ethiopia.

	 	 	 
	6. 	
      Delivery of the Lease Land

	 	 	 
		6.1 	
      The Lessor shall, deliver to the Lessee the site plan or
      plans and the title certificate or certificates of the land.

	 	 	 
		6.2 	
      If the delivery process cannot be affected due to any
      reason caused on the part of the Lessee, the Lessor shall not assume any
      responsibility for such failure.

	 	 	 
	7. 	
      Contract Amendment and Renewal

	 	 	 
		7.1 	
      This Land Lease Agreement can be renewed or amended by
      the mutual agreement of the parties.

	 	 	 
		7.2 	
      If the Lessee wishes to renew the Agreement, it shall
      inform the Lessor at least twelve (12) months before the expiration of the
      contract period.

	 	 	 
	8. 	
      Grounds for Contract
  Termination



This rural Land Lease Agreement may be
terminated for the following reasons, namely: 

	 	(a) 	
      Upon the failure of the Lessor to deliver the land to the
      Lessee due to causes other than force majeure.

	 	 	 
	 	(b) 	
      Upon the failure of the Lessee to either undertake the
      work activity or develop in accordance with article 3.1 of this Lease
      Agreement.








	 	(c) 	
      Upon the failure of the Lessee to settle the annual
      rental payments for two consecutive years.




	9. 	
      Contract Termination Procedure

	 	 	 
		9.1 	
      Following the termination of this Land Lease Agreement,
      the Lessee shall surrender the land back to the Lessor within six (6)
      months from the date of termination.

	 	 	 
		9.2 	
      The party terminating the Lease shall give at least six
      (6) months advance written notice to the other party.

	 	 	 
		9.3 	
      The notice to be given by the Lessor to the Lessee shall
      take into consideration the period required for the collection of any
      product left on the land.

	 	 	 
	10. 	
      Registration

	 	 	 
		
      This Land Lease Agreement shall be approved by the
      relevant Authorities following the signing of the contract by the two
      contracting parities. If no such approval is forthcoming within the thirty
      (30) days from date of execution of the present Land Lease Agreement the
      said Agreement shall be deemed approved by the said relevant
      Authorities.

	 	 	 
	11. 	
      Governing Law








		
      The governing law for operations under this Agreement
      shall be the laws of Ethiopia, provided that the provisions of
      Administrative Contracts within the meaning of the Civil Code of 1960
      shall not apply.

	 	 	 
	12. 	
      Force Majeure

	 	 	 
		12.1 	
      The parties hereto shall be excused from performance
      hereunder if and so long as and to the extent that failure or delay in
      performance is due to fire, flood, strikes in Ethiopia, lockout, accident,
      epidemic , act of God, war, insurrection, riot, inability or delay in
      obtaining or transporting materials, equipment, supplies, act, order,
      rules or regulations of governments other than the Federal and/or Regional
      Governments of Ethiopia or any other cause whether similar, dissimilar,
      foreseen or unforeseen which a party is unable to overcome by the exercise
      of reasonable diligence and at a reasonable cost, and further without
      limitation, but applying only to the Lessee, act, rules or regulations or
      orders of the relevant government or any public authority in Ethiopia
      which may create delay despite good faith attempts to comply, which causes
      are referred to in this Agreement as causes or reasons of “force
      majeure”. The time within which the party affected may do or perform
      any act or thing shall be extended for a period equivalent to the period
      during which any of such force majeure causes shall exist.

	 	 	 
		12.2 	
      Within thirty (30) days after any of said causes shall
      have commenced to operate and within thirty (30) days after any of said
      causes shall have ceased to operate, the party claiming the benefits of
      this Article shall give the other party notice of the fact that such cause
      has commenced to operate and the date of such commencement, or such
      cessation, as the case may be, unless by







reason of the existence of such cause
said party is unable by reasonable diligence to do so, in which event said
notice shall be given as soon as is permitted by the exercise of reasonable
diligence. The existence of causes specified in this Article shall not
constitute excuse or failure of performance unless said notice is given as
provided herein. 

	13. 	
      Covenant of Peaceful Possession

	 	 
		
      The Lessor warrants that it has full ownership and
      property rights in the Leased Area for the granting of this Land Lease
      Agreement and shall protect the right of the Lessee to the peaceful
      possession and quite enjoyment thereof.

	 	 
	14. 	
      Controlling Calendar

	 	 
		
      The Gregorian calendar shall be used and shall be
      controlling for the purpose of this Agreement.

	 	 
		
      15. Schedules for the Development of the
      Land

	 	 
		
      The Lessee currently anticipates to develop the land as
      per Schedule II attached with this Land Lease Agreement although it is
      recognised that a large-scale land development project, such as that
      presently envisaged, might encounter unexpected problems that could cause
      unforeseen delays. Accordingly (and without precluding schedule
      adjustments due to other unexpected problems), on or about the first
      anniversary of this Land Lease Agreement, the Lessee may review the Land
      Development Schedule attached hereto, such that it will reflect
      anticipated schedule based upon experience gained at such point of time in
      the project.








	16. 	
      Settlement of
Disputes



In the event of a dispute arising
between the Lessor and the Lessee in connection with this Land Lease Agreement,
both parties will do their utmost to resolve the dispute amicably and to their
mutual satisfaction and if they are unable to achieve such a settlement the
dispute shall be resolved by arbitration in accordance with the Rules of the
International Chamber of Commerce. 

	17. 	
      Language

	 	 	 
		
      This Agreement has been executed between the parties in
      the English language.

	 	 	 
	18. 	
      Office and Notices

	 	 	 
		(a) 	
      The Lessee shall establish and maintain an office in
      Ethiopia as may be necessary or convenient for carrying out operations
      hereunder.

	 	 	 
		(b) 	
      All communications and notice required to be sent by one
      party hereto to the other shall be in writing in the English language and
      shall be delivered in person or sent by mail at address indicated in the
      Preamble of this Agreement.

	 	 	 
	19. 	
      Effective Date of the
  Contract







This Land Lease Agreement shall come
into force as of its date of execution. 

This Land Lease Agreement shall be effective
  upon the written approval of Kucha Woreda Government (to be included as Appendix
  II of this agreement) in which the Leased Land area are located.



Appendixes:

	1. 	 Maps of the Leased Land – Schedule I

	2. 	 Approval of Kucha Woreda