0001264931-12-000131 Sample Contracts

AMENDMENT – TO MEMBER INTEREST EXCHANGE AGREEMENT
Member Interest Exchange Agreement • February 28th, 2012 • Universal Bioenergy, Inc. • Gas & other services combined

This Amendment is made and entered into effective as of the 20th day of February, 2012, (the Effective date”) by and between WHITESBURG FRIDAY BRANCH MINE LLC, (Company), and UNIVERSAL BIOENERGY INC., hereinafter referred to as the (“Investor”).

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MEMBER INTEREST EXCHANGE AGREEMENT
Member Interest Exchange Agreement • February 28th, 2012 • Universal Bioenergy, Inc. • Gas & other services combined • California

THIS MEMBER INTEREST EXCHANGE AGREEMENT (this “AGREEMENT”) is made as of October 17, 2011, (the "EFFECTIVE DATE"), by and between UNIVERSAL BIOENERGY INC., a Nevada corporation (the “Investor”), with its principal offices at 19800 MacArthur Blvd., Suite 300, Irvine, California 92612, and WHITESBURG FRIDAY BRANCH MINE LLC, a Kentucky Limited Liability Company (“Company”) with its principal offices at 1541 Downtown West Boulevard, Knoxville, Tennessee 37919; collectively, the “Parties”,

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