0001255294-05-000752 Sample Contracts

Goodrich Capital International Corporate Financial Advisors
Letter Agreement • November 17th, 2005 • Axial Vector Engine Corp • Engines & turbines • New York

This letter agreement (the “Agreement”) will confirm that Axial Vector Engine Corporation (the “Company”) has engaged Goodrich Capital (the “Advisor”) as the Company’s exclusive business and financial advisor on the terms set forth herein.

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Cancellation of Management Consulting Contract
Cancellation Of • November 17th, 2005 • Axial Vector Engine Corp • Engines & turbines

This Agreement sets forth the entire agreement and understanding between the parties and supersedes all prior discussions, agreements and understandings of every, and any, nature between them.

Management Consulting Contract
Management Consulting Contract • November 17th, 2005 • Axial Vector Engine Corp • Engines & turbines

This agreement made July 22, 2005 by and between Axial Vector Engine Corporation., a Nevada Corporation (hereinafter the "Company") and Twilight Bay, L.L.C. (hereinafter the "Consultant").

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