0001047469-06-001154 Sample Contracts

LURGI SOUTH AFRICA (PTY) LTD PROFESSIONAL SERVICES AGREEMENT
Professional Services Agreement • January 31st, 2006 • KFX Inc • Industrial organic chemicals

ARTICLE 1—SCOPE OF SERVICES. (hereinafter described as the "Work"): CONTRACTOR agrees to furnish qualified personnel to assist the OWNER in performing services as defined in the Scope of Work (Attachment I).

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FIRST AMENDMENT TO BUSINESS DEVELOPMENT AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT
Business Development and Intellectual Property Rights Agreement • January 31st, 2006 • KFX Inc • Industrial organic chemicals

Effective as of January 2, 2003, KFx Inc. ("KFx") and Lurgi South Africa (Pty) Limited ("LSA") entered into a Business Development and Intellectual Property Rights Agreement (the "Agreement"). Effective as of January 8, 2004, the Agreement was modified and clarified by an Addendum entered into by KFx and LSA.

ADDENDUM BUSINESS DEVEOPMENT AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT
Business Development and Intellectual Property Rights Agreement • January 31st, 2006 • KFX Inc • Industrial organic chemicals

Effective as of January 2, 2003, KFx Inc. ("KFx") and Lurgi South Africa (Pty) Limited ("LSA") entered into a Business Development and Intellectual Property Rights Agreement (the "Agreement"). It was the intent of the parties that an exclusive relationship be created for the use of each party's technology pursuant to the Agreement. The parties now mutually desire to clarify the Agreement to more accurately reflect the intent of the parties. All capitalized terms used in this Addendum to the Agreement (the "Addendum") will have the meaning set forth in the Agreement, unless defined herein.

BUSINESS DEVELOPMENT AND INTELLECTUAL PROPERTY RIGHTS AGREEMENT
Business Development and Intellectual Property Rights Agreement • January 31st, 2006 • KFX Inc • Industrial organic chemicals

This business development and intellectual property rights agreement ("Agreement") is entered into effective January 2, 2003 (the "Effective Date"), by and among KFx Inc., a Delaware corporation whose business address is 3300 East First Avenue, Suite 290, Denver, Colorado 80206, United States of America ("KFx"), and Lurgi South Africa (Pty) Limited, a company duly incorporated in accordance with the laws of South Africa, whose business address is 2 Winchester Road, Parktown, South Africa ("LSA"). KFx and LSA are collectively referred to herein as "Parties," and sometimes, individually, as a "Party."

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