0001062993-10-000938 Sample Contracts

BS AND MR PROJECT MANAGEMENT AND BUSINESS DEVELOPMENT AGREEMENT
Bs and Mr Project Management and Business Development Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS AGREEMENT (this “Agreement”) is dated 22 February 2010 and is entered into by and between Blue Sphere Corporation, a corporation organised under the laws of Nevada (together with its affiliates, “BS”), and Mark Radom, an individual residing in Israel (“MR”). Reference is made to the MPV and Blue Sphere Corporation Assignment and Conveyance Agreement dated of even date herewith between BS and Carbon MPV Limited (the “AC Agreement”). Capitalised terms used but not defined herein have the meanings assigned to such terms in the AC Agreement.

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Agreement
Blue Sphere Corp • March 24th, 2010 • Services-computer programming, data processing, etc.

Eco Service LLC represented by its general director Anatoly Ivanovich Shulak, acting on the basis of its charter (the “Project Owner”), H Carbon Markets Corporation Limited, a limited company organised under the laws of Guernsey represented by Piuter Reznikov, acting on the basis of a power of attorney dated 24 December 2008 (“CM”), have agreed on the following:

MPV AND BS ASSIGMENT AND CONVEYANCE AGREEMENT
MPV and Bs Assigment and Conveyance Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS AGREEMENT (this “Agreement”) is dated 22 February 2010 and is entered into by and between Blue Sphere Corporation, a corporation organised under the laws of Nevada (together with its affiliates, “BS”), and Carbon MPV Limited, a limited company organised under the laws of Cyprus, “MPV”).

ASSIGMENT OF DONETSK MUNICIPAL LANDFILL CARBON PROJECT AGREEMENT
Project Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS ASSIGNMENT AGREEMENT (this “Assignment”) is dated 15 April 2009 and is entered into by and between Carbon Markets Corporation Limited, a limited company organised under the laws of Guernsey (together with its affiliates, “CMCL”), and Mark Radom, an individual residing in Israel “MR”).

ASSIGMENT OF BRISPOL MUNICIPAL LANDFILL CARBON PROJECT AGREEMENT
Project Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS ASSIGNMENT AGREEMENT (this “Assignment”) is dated 15 April 2009 and is entered into by and between Carbon Markets Corporation Limited, a limited company organised under the laws of Guernsey (together with its affiliates, “CMCL”), and Mark Radom, an individual residing in Israel “MR”).

ASSIGMENT OF BORISPOL LANDFILL CARBON PROJECT AGREEMENT
Assigment of Borispol Landfill Carbon Project Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS ASSIGNMENT AGREEMENT (this “Assignment”) is dated 18 March 2010 and is entered into by and between Blue Sphere Corporation, a corporation organised under the laws of Nevada (together with its affiliates, “BS”), and Mark Radom, an individual residing in Israel “MR”).

ASSIGMENT OF DONETSK MUNICIPAL LANDFILL CARBON PROJECT AGREEMENT
Project Agreement • March 24th, 2010 • Blue Sphere Corp • Services-computer programming, data processing, etc.

THIS ASSIGNMENT AGREEMENT (this “Assignment”) is dated 18 March 2010 and is entered into by and between Blue Sphere Corporation, a corporation organised under the laws of Nevada (together with its affiliates, “BS”), and Mark Radom, an individual residing in Israel “MR”).

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