0001144204-10-041804 Sample Contracts

MedClean Technologies, Inc. – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (August 6th, 2010)

This Amended and Restated Registration Rights Agreement (“Agreement”), dated August 5, 2010, is made by and between MEDCLEAN TECHNOLOGIES, INC., a DELAWARE corporation (“Company”), and SOUTHRIDGE PARTNERS II, LP., a Delaware limited partnership (the “Investor”).

MedClean Technologies, Inc. – MASTER RESTRUCTURING AGREEMENT (August 6th, 2010)

This Master Restructuring Agreement is made as of this 10th day of July, 2008 by and among ADUROMED INDUSTRIES, INC. (formerly General Devices, Inc., “ADRM”), ADUROMED CORPORATION (“Aduromed”), SHERLEIGH ASSOCIATES INC. DEFINED BENEFIT PENSION PLAN (“Sherleigh”), PEQUOT CAPITAL MANAGEMENT, INC. (“Pequot”), on behalf of PEQUOT SCOUT FUND, L.P., PEQUOT MARINER MASTER FUND, L.P., PEQUOT NAVIGATOR OFFSHORE FUND, INC., PEQUOT DIVERSIFIED MASTER FUND, LTD., and PREMIUM SERIES PCC LIMITED CELL 33 (collectively, the “Pequot Funds”), HELLER CAPITAL INVESTMENTS (“Heller”) and the individuals and entities listed on Schedule A attached hereto identified as the “Polak/Lazar Secured Parties” (the Polak/Lazar Secured Parties together with Heller are collectively referred to herein as the “Bridge Loan Holders”).

MedClean Technologies, Inc. – AMENDED AND RESTATED EQUITY CREDIT AGREEMENT BY AND BETWEEN MEDCLEAN TECHNOLOGIES, INC. AND SOUTHRIDGE PARTNERS II, LP Dated August 5, 2010 (August 6th, 2010)

THIS AMENDED AND RESTATED EQUITY CREDIT AGREEMENT entered into as of the 5th day of August, 2010 (this “AGREEMENT”), by and between SOUTHRIDGE PARTNERS II, LP, Delaware limited partnership (“INVESTOR”), and MEDCLEAN TECHNOLOGIES, INC., a corporation organized and existing under the laws of the State of Delaware (the “COMPANY”).