0001108017-06-000511 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida
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CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS CONSULTING SERVICES AGREEMENT (the “Agreement”) is made and entered into on the this 6th day of July, 2006, by and between Coast To Coast Equity Group, Inc., a Florida corporation (“Consultant”), with its principal place of business at 9040 Town Center Parkway, Bradenton, FL 34202, and Quetzal Capital 1, Inc., a Florida corporation with its principal place of business at 628 Jamie Circle King of Prussia, PA 19406 (“QC1”) (QC1 and Consultant being hereinafter collectively referred to as the “Parties” and generically as a “Party”).

WARRANT AGREEMENT
Warrant Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS WARRANT AGREEMENT is made and entered into on this 6th day of July, 2006, by and between Quetzal Capital 1, Inc., a Florida corporation (the “Issuer”) and Coast To Coast Equity Group, Inc., a Florida corporation (hereinafter referred to variously as the “Holder” or “Consultant”).

SHARE EXCHANGE AGREEMENT BETWEEN QUETZAL CAPITAL 1, INC., AND THE SHAREHOLDERS OF VALLEY FORGE COMPOSITE TECHNOLOGIES, INC. JULY 6, 2006
Share Exchange Agreement • July 11th, 2006 • Quetzal Capital I Inc • Non-operating establishments • Florida

THIS SHARE EXCHANGE AGREEMENT is made as of the 6th day of July, 2006, between Quetzal Capital 1, Inc., a Florida corporation (“Public Company”) and the shareholders of Valley Forge Composite Technologies, Inc., a Pennsylvania corporation (the “Sellers” or “VFCT”).

INVESTMENT LETTER
Quetzal Capital I Inc • July 11th, 2006 • Non-operating establishments

In connection with the exchange of common stock pursuant to the terms and conditions of the Share Exchange Agreement dated July 6, 2006 to which the undersigned is a party (the "Agreement"), the undersigned hereby represents, warrants, covenants and agrees as set forth below.

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