0001019687-11-002535 Sample Contracts

INDEMNITY AGREEMENT
Indemnity Agreement • August 11th, 2011 • UEG-Green Energy Solutions/Alberta, Inc. • Nevada

This Indemnity Agreement ("Agreement") is made as of June 1, 2011, by and between UEG-Green Energy Solutions/Alberta, Inc., a Nevada corporation ("Company"), and Avi Einhoren ("Indemnitee"), a director and/or officer or key executive, employee or consultant of the Company, or a person serving at the request of the Company as a director, officer, employee or agent of another enterprise.

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MOU BETWEEN UEG AND
UEG-Green Energy Solutions/Alberta, Inc. • August 11th, 2011

UEG and PES have agreed to a partnership to develop, construct, operate, and manage the Willow Ridge wind power project (100-135 MW) (Final capacity will be decided upon completion engineering design) in Alberta, Canada and PES has expressed their interest to invest in the project and to become an equity share holder in UEG Green Energy Solution/Alberta Inc.

REGULATION S COMMON STOCK SUBSCRIPTION AGREEMENT
Regulation S Common Stock Subscription Agreement • August 11th, 2011 • UEG-Green Energy Solutions/Alberta, Inc.

This Regulation S Common Stock Subscription Agreement (this “Agreement”) is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (“1933 Act”).

REGULATION S COMMON STOCK SUBSCRIPTION AGREEMENT- CORPORATION OR OTHER ENTITY
Common Stock Subscription Agreement • August 11th, 2011 • UEG-Green Energy Solutions/Alberta, Inc.

This Regulation S Common Stock Subscription Agreement (this “Agreement”) is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (“1933 Act”).

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