0001102624-12-000457 Sample Contracts

AMENDMENT NO. 1 TO CONVERTIBLE PROMISSORY NOTE
Kenergy Scientific, Inc. • May 21st, 2012 • Services-computer integrated systems design • New York

This Amendment No. 1 to the Convertible Promissory Note (this "Amendment") is executed as of March 13, 2012, by KENERGY SCIENTIFIC, INC, a New Jersey corporation (the “Maker”); and ASHER ENTERPRISES, INC., a Delaware corporation, or its assigns ("Holder") to amend the Convertible Promissory Note dated August 26, 2011 among those parties (the "Note").

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WRAP-AROUND AGREEMENT
Wrap-Around Agreement • May 21st, 2012 • Kenergy Scientific, Inc. • Services-computer integrated systems design • New Jersey

WRAP-AROUND AGREEMENT (the “Agreement"), dated this 6th day of March, 2012, by and among KENERGY SCIENTIFIC, INC. f/k/a SPEECHSWITCH, INC., a New Jersey corporation (the “Issuer”), GLYNNTECH, INC., a New Jersey corporation (the “Affiliate”), and ATG, INC., a California corporation (the “Purchaser”).

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