Attachment 1.doc

ATTACHMENT 1

BUY-BACK PROVISION & TERMINATION PROVISION

11 June 2009

**If there is a conflict between provisions and any other provisions of this contract, this buy-back and termination provision takes precedence.

TERMINATION PROVISION

If at any time during the term of this Contract/Agreement either party considers terminating the Agreement, such party shall give the other party written notice that it is considering such action, which notice shall set forth with sufficient specificity such party’s reasons for contemplating termination. During the following thirty (30) day period the parties shall discuss in good faith, the party’s reasons for considering termination in an effort to avoid the need for such action. Following the (30) day discussion period, the party considering termination, if not fully satisfied, may elect to terminate the Agreement by giving the other party ninety (90) days’ written notice of its intention to terminate, provided, however, neither party may give notice of its intention to terminate during the first ninety (90) days of operation under this Agreement.

BUY-BACK PROVISION

agrees to expend an amount estimated at 1,000,000 to be used at NAFI’s premises. An itemized list of such equipment, including the total cost thereof, will be attached at Exhibit A. At such time as the amount of expenditure is itemized, shall amortize its expenditure over a period of 5 years. Upon expiration of the Agreement or termination of the agreement by either party for any reason whatsoever prior to the complete amortization of the expenditure, NAFI shall reimburse for the unamortized balance of the expenditure plus all accrued but unbilled interest as of the date of the expiration or termination which interest has accrued from the date the expenditure was finalized at the prime interest rate. In the event such amounts owed to is not paid to within 30 days of the expiration or termination, NAFI agrees to pay interest on such amounts at 100% of the prime interest rate per annum, computed monthly from the date of expiration or terminating to the date paid. Prime interest rate is defined as the interest rate published in the Wall Street Journal as the base rate on corporate loans posted by at 75% of the 30 largest U.S. commercial banks, such rate to be adjusted on the last day of each accounting period. Title to the equipment shall pass to NAFI upon completion of amortization or earlier payment to of the unamortized balance. At that time, will, upon request, convey the equipment to NAFI by bill of sale.