REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 26th, 2006 • Us Dry Cleaning Corp • Computer communications equipment • California
Contract Type FiledDecember 26th, 2006 Company Industry JurisdictionThis Registration Rights Agreement (“Agreement”) is entered into as of December _, 2006 by and among U.S. Dry Cleaning Corporation, a Delaware corporation (the “Company”), and Craig M. Rankin, as agent for himself and the other Holders (the “Lead Investor”) of the Company’s Series A Convertible Debentures pursuant to that certain Subscription Agreement of even date herewith (the “Subscription Agreement”) and named in Exhibit A hereto.
SERIES A CONVERTIBLE DEBENTUREUs Dry Cleaning Corp • December 26th, 2006 • Computer communications equipment • California
Company FiledDecember 26th, 2006 Industry Jurisdiction
AGREEMENT AND PLAN OF MERGER BY AND AMONG U.S. DRY CLEANING CORPORATION, CLEANERS CLUB, INC., CLEANERS CLUB ACQUISITION SUB, INC., AND RIAZ CHAUTHANI December 21, 2006Agreement and Plan of Merger • December 26th, 2006 • Us Dry Cleaning Corp • Computer communications equipment • California
Contract Type FiledDecember 26th, 2006 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 21, 2006, by and among U.S. Dry Cleaning Corporation, a Delaware corporation (“Parent”), Cleaners Club Acquisition Sub, Inc., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Cleaners Club, Inc., a California corporation (the “Company”), and, solely for the purposes of ARTICLE IX and ARTICLE X of this Agreement, Riaz Chauthani, the sole shareholder of the Company (“Sole Shareholder”).