0001078782-10-002731 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • November 22nd, 2010 • Resource Exchange of America Corp. • Secondary smelting & refining of nonferrous metals

THIS AGREEMENT is among Resource Exchange of America Corporation., a corporation organized under laws of the State of Florida, whose address is 27 Fletcher Ave. Sarasota, FL 34237 (hereinafter referred to as the "Company"); Morningstar Corporate Communications, a corporate organized under the laws of Panama, located at Suite 7265, Apartado 0830-00200, Panama, Rep de Panama (hereinafter referred to as the "Consultant").

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FIRST AMENDMENT TO CONSULTING AGREEMENT
Consulting Agreement • November 22nd, 2010 • Resource Exchange of America Corp. • Secondary smelting & refining of nonferrous metals

This First Amendment to Consulting Agreement (“Amendment”) is made as of _________________, 2010, by and between Resource Exchange of America Corporation, a Florida corporation (hereinafter referred to as the “Company”), with an office at 27 Fletcher Avenue, Sarasota, Florida 34237, and Morningstar Corporate Communications, a Panama corporation (hereinafter referred to as the “Consultant”) with an office located at Suite 7265, Apartado 0830-00200, Panama, Rep de Panama.

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