0001144204-11-059587 Sample Contracts

SECURITIES EXCHANGE AGREEMENT by and among NETSPACE INTERNATIONAL HOLDINGS, INC., ALTERNATIVE FUELS AMERICAS, INC. and CRAIG FRANK AND NEIL SWARTZ,
Securities Exchange Agreement • October 27th, 2011 • Alternative Fuels America, Inc. • Florida

SECURITIES EXCHANGE AGREEMENT (this "Agreement"), dated as of February 3, 2010 by and among NETSPACE INTERNATIONAL HOLDINGS, INC., a Delaware corporation ("NSIH"), ALTERNATIVE FUELS AMERICAS, INC., a Florida corporation ("AFA") and CRAIG FRANK ("Frank") and NEIL SWARTZ ("Swartz"), the shareholders of AFA. Frank and Swartz are sometimes referred to herein collectively as the "Shareholders" and individually as a "Shareholder."

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Memorandum of Understanding Strategic Partnership Agreement
Strategic Partnership Agreement • October 27th, 2011 • Alternative Fuels America, Inc.

THIS MEMORANDUM OF UNDERSTANDING ("MOU"), dated this _____ day of __________________, 2011 (the "Effective Date"), by and between Alternative Fuels Americas, Inc. ("AFAI"), a corporation duly organized and existing under the laws of the State of Delaware, trading under the symbol AFAI.PK, with primary offices at 2131 Hollywood Boulevard, Suite 401, Hollywood, Florida, 33020, and Bioenergy Solutions of Central America/Isaac Baldizon, ("BSCA/Baldizon"), a company organized under the laws of Costa Rica and its CEO, with their main place of business in Heredia, Costa Rica.

Memorandum of Understanding
Memorandum of Understanding • October 27th, 2011 • Alternative Fuels America, Inc.

This Memorandum of Understanding ("MOU"), dated this 22nd day of June 2010 (the "Effective Date"), by and between Netspace International Holdings a corporation duly organized and existing under the laws of the State of Delaware, trading under the symbol NSIH.PK and doing business as Alternative Fuels Americas (“AFA”), with primary offices at 2020 NE 163rd Street, North Miami, Florida, 33162, and United Biofuels of America, (“UBA”), a company organized under the laws of Costa Rica, with its main place of business at 200 Meters North of University Nationale, corner office, right hand side, Heredia, Costa Rica.

AGRARIAN PARCEL LEASE AGREEMENT
Parcel Lease Agreement • October 27th, 2011 • Alternative Fuels America, Inc. • Florida

Between us, Germain Carias, of legal age, residing in Heredia, Costa Rica, in my condition as representative of the company AGRI UNITOS S.A., and Craig Frank of legal age, business person, residing in Florida, United States with passport from the United States of America number 047083580, in his condition as representative of the company ALTERNATIVE FUELS AMERICAS, a company domicile in the United States of America, in the future referred to as the TENANT, have agreed to enter into this lease agreement of agrarian parcel, that will be governed by the dispositions contained in the Civil Code as well as by the following clauses:

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