NATFRESH BEVERAGES CORP Prospectus Service Agreement Business Plan and Form S-1 AMCM/NFBC/PROSPECTUSSERVICEAGREEMENT(MASTER) 7/2/2012 PROSPECTUS SERVICE AGREEMENT No.: AMCM/CM/USOTC/2012-13-001

THIS SERVICE AGREEMENT is made and entered on this 2^nd day of July, 2012 BETWEEN ACCESS MANAGEMENT CONSULTING AND MARKETING PTE LTD (company registration no. 201013297K), a private company limited by shares duly incorporated under the laws of the Republic of Singapore and having its registered office at Level 31, Six Battery Road #31-00, Singapore 049909 (hereinafter referred to as “the Consultant” or “AMCM”) of one part AND NATFRESH BEVERAGES CORP, a US domestic corporation limited by shares duly incorporated under the laws of the State of Nevada, United States of America and having its US registered agent address at Incsmart.Biz, Inc of 4421 Edward Ave, Las Vegas, NV 89108, United States of America (hereinafter referred to as “the Issuer” or “the Company”) of the other part.

the Services”);

OTCBB” or “the Exchange”) and AMCM wishes to become the Issuer’s Consultant for this purpose.

s Consultant for the provision of the Services as described in the recital above and clause 2 below (hereinafter referred to as “the Assignment”).

the SEC”) declares the Registration Statement (hereinafter referred to as “the Prospectus” or “Form S-1”) effective.

s fee (hereinafter referred to as “the Remuneration”).

AMCM in the following agreed manner:

………………………….. US$150,000.00.

th September, 2012..USD100,000.00.

th October, 2012 …...US$100,000.00.

th November, 2012 …US$100,000.00.

th December, 2012 …US$100,000.00.

th January, 2013 ……US$100,000.00.

th February, 2013.. …US$100,000.00.

…………………    US$  50,000.00.

………………………………………………… …….US$800,000.00.

AMCM by way of telegraphic transfer to, details of which are as follows:

INCLUSIVE of the legal fees for the Securities Lawyer in the provision of his services in connection with the preparation of the Registration Statement or Form S-1 including services for amendments or revisions of the Form S-1 until the SEC declares the Registration Statement effective, but excludes all disbursements which the Issuer agrees to pay directly to the Securities Lawyer, or re-imburse the Consultant if such disbursements have been paid by the Consultant to the Securities Lawyer.

EXCLUSIVE of:

s expense covering two representatives from the Consultant.

s disbursements also excluded.

S RESPONSIBILITIES

s Accountant, Issuer’s Auditor and the Securities Dealer or the Sponsor for the Issuer or Issue):

s corporate and management information, write-ups of each and individual directors and key personnel, financial statements (audited and unaudited), bank borrowings and advances, raw materials supplies (domestic and imports) and contracts, manufacturing data and product standard cost sheet, sales (domestic and exports) and contracts, forward sales contracts, product specification and standards, awards, product research and development results and statements, technology cooperation agreements, financial and business forecasts, statistics, records, etc.;

s board of directors’ minutes and resolutions and the Issuer’s shareholders’ annual general meetings or extra ordinary general meetings’ minutes and resolutions and in particular the board of directors’ resolutions approving the Assignment or Service and the appointment of AMCM as its Consultant for the Assignment or Service;

s investment in financial products and/or companies;

the Decisions”) must be made “promptly” in any event that such Decisions should be given 48 hours (2 days) from the day such question arose;

s Responsibilities in Clause 5 above plays an important role and if there is a delay in furnishing requested or required information by the Issuer to the Consultant or any member of the Team, the Consultant will not be held responsible and liable for such delay.  The Issuer hereby waives such claim against the Consultant.

s fees, arising from or related to the performance of the Consultant’s duties or the services of the Consultant under this Agreement, specifically including any dispute, litigation, arbitration, or regulatory investigation or action in which the Consultant is named as a respondent, defendant, third party respondent or third party defendant, or any proceedings or matter where the Consultant is required to respond to a subpoena, summons, or any other order or court order or inquiry, whether through testimony, in writing, or by the production of documents or information, unless there has been a final and non-appealable adjudication by a court of competent jurisdiction that such claim, loss, damage, or cost was directly caused by the wilful misconduct or gross negligence of the Consultant, without any contributory negligence by the Issuer.

s obligation to make such payments shall not be affected by the pendency of any proceeding regarding the amount or validity of the Consultant’s demand for indemnification, or by any proceeding alleging wilful misconduct or gross negligence by the Consultant, unless and until there has been a final and non-appealed adjudication that the Consultant is guilty of wilful misconduct or gross negligence.

meetings or insolvency or bankruptcy proceedings; OR

resolutions approving the termination in any event such notice should be served upon the Consultant in writing and thirty (30) days in advance either by post,  courier or by facsimile transmission or electronic mail PROVIDED ALWAYS that the original copy of the said notice must reached the Consultant; OR

notice to the Issuer its intention to terminate this Agreement by way post, courier or by facsimile transmission or electronic mail PROVIDED ALWAYS that the original copy of the said notice must reached the Issuer; OR

S KNOWLEDGE AND RISK FACTOR

s length between persons sophisticated and knowledgeable in these types of matters relating to the Assignment or Service.  Therefore:

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the Effective Date listed above.