0001013762-10-002458 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • October 15th, 2010 • American Rare Earths & Materials, Corp. • Sporting & athletic goods, nec • Delaware

This Consulting Agreement (the "Agreement"), effective as of May 1, 2010 is entered into by and between, Element 21 Golf Company, a Delaware corporation (herein referred to as the "Company"), and Gaynell Douglas, (herein referred to as the "Consultant"). This agreement supersedes any prior oral or written agreements between the parties hereto.

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CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • October 15th, 2010 • American Rare Earths & Materials, Corp. • Sporting & athletic goods, nec • Dorset

This Consulting Services Agreement (“Agreement”), dated January 1, 2010 is made by and between Dorset Solutions Inc., a Canadian corporation, and its representative Philip Clark (collectively referred to as the “Consultant”), whose address is 1246 Upper Village Dr., Mississauga, Ontario L5E 3H6, and Element 21 Golf Company, a Delaware corporation (“Company”), having its principal place of business at 200 Queen’s Quay East, Unit 1, Toronto, Ontario M5A 4K9.

ELEMENT 21 GOLF COMPANY
American Rare Earths & Materials, Corp. • October 15th, 2010 • Sporting & athletic goods, nec

Element 21 Golf Co. (Element) agrees to employ Nataliya Hearn as its President and CEO. Dr. Hearn will work full time as an independent contractor, while serving as President and CEO. The term of employment will begin January 1. 2009 for one year, renewable for additional two terms. The total term of this contract is three years. During the term of this agreement Element will pay Dr. Hearn $20,000 per month in cash/stock or option as requested by Dr. Hearn. The value of the shares is set at the closing price of the 5 day closing average as of the date of this agreement ($0.12). The Element common slock will be issued on monthly basis. Element will reimburse Dr. Heanrs expenses incurred on behalf of Element. Dr. Hearn will also receive a stock option package of 200.000 per year at an exercise price of $0.12.

CONSULTING AGREEMENT
Consulting Agreement • October 15th, 2010 • American Rare Earths & Materials, Corp. • Sporting & athletic goods, nec • New York

This Consulting Agreement (the "Agreement"), effective as of May 1, 2010 is entered into by and between, Element 21 Golf Company, a Delaware corporation (herein referred to as the "Company"), and Charles E. Fitzgerald (herein referred to as the "Consultant"). This agreement supersedes any prior oral or written agreements between the parties hereto.

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • October 15th, 2010 • American Rare Earths & Materials, Corp. • Sporting & athletic goods, nec • Dorset
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