0001144204-07-038062 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management • Nevada

This Consulting Agreement (the “Agreement”) is made and entered into as of June 19, 2007, by and between Nucon-RF, Inc., a Nevada corporation (“Company”) and Claridge Management (“Consultant”). The Company and Consultant are collectively referred to herein as the “Parties”.

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CONSULTANCY AGREEMENT
Consultancy Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management

NUCON-RF shall pay the Consultant a daily rate of 702 Euros on submission of appropriate invoices on the understanding that time spent has been approved in accordance with Clause 2 of this Agreement or discussed and agreed in advance with Mr Peter Goerke.

Territorial Sub-Distributor Agreement
Territorial Sub-Distributor Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management

This Agreement entered into as of the 14th day of December, 2005, between Power Quality Holdings, Inc. which, with its successors and assigns, is hereafter called PQH, having its principal place of business at 318 N. Carson St. Suite 208 Carson City, NV 89701, and NUCON, Inc. having its principal place of business in the United States at 9811 West Charleston, Suite 2-283, Las Vegas, Nevada 89117 (hereafter called “Sub-Distributor”).

COOPERATION AGREEMENT In the field of implementation of the membrane “TRUMEM”
Cooperation Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management

Understanding international importance, significance and vital actuality of support mission of environmental safety on the sites of the world nuclear power, rehabilitation of water basins, contaminated because of technogenic accidents, American Corporation NUCON-RF, Inc. (USA) and Russian Association “ASPECT” (Russia) (hereinafter referred to as Parts), motivated by common interests of implementation of perspective innovative technologies in certain markets of the world, based of preliminary arrangements, agreed to cooperate in the sphere of implementation of Membrane “TRUMEM”.

Agreement on the principles of cooperation between Tri Ion Wassertechnik and NuCon Inc.
Cooperation Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management

Tri Ion is ready to visit with potential customers relevant reference projects in Germany, primarily in the area Nordrhein-Westfalen.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 24th, 2007 • Nucon-Rf, Inc. • Hazardous waste management • Nevada

This ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of July 10, 2006 (“Effective Date”), by and between Nucon-RF, Inc., a Nevada corporation (“Nucon” or the “Purchaser”), and Dr. Hans-Jurgen Engelmann (the “Seller”). The Purchaser and the Seller may be referred to herein collectively as the “Parties” and individually as a “Party.”

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