0001354488-08-001829 Sample Contracts

SECURED LINE OF CREDIT AGREEMENT
Credit Agreement • November 13th, 2008 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Florida

THIS SECURED LINE OF CREDIT AGREEMENT, dated as of May 12, 2008 (this “Agreement”), among Ecosphere Technologies, Inc., a Delaware corporation (the “Company” or the “Debtor”), Ecosphere Energy Solutions, Inc., a Florida corporation (“EES”), and the holders of the Company’s 12% Secured Convertible Notes in an amount up to $1,750,000 (collectively, the “Notes”) who are parties signatory hereto, their endorsees, transferees and assigns (collectively, the “Holders”), and Patrick Haskell, as secured party collateral agent (the “Agent”) for the Holders.

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CREDIT AGREEMENT
Credit Agreement • November 13th, 2008 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Florida

THIS CREDIT AGREEMENT, dated as of May 16, 2008 (this “Agreement”), is among Ecosphere Technologies, Inc., a Delaware corporation (“ETI”), Ecosphere Energy Solutions, Inc., a Florida corporation (“EES”), and Bledsoe Capital Group, LLC, a Montana limited liability company (together with its successors, assigns, endorsees and transferees, the “Holder”).

SECURED LINE OF CREDIT AGREEMENT
Secured Line of Credit Agreement • November 13th, 2008 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Florida

THIS SECURED LINE OF CREDIT AGREEMENT, dated as of August 28, 2008 (this “Agreement”), between Ecosphere Technologies, Inc., a Delaware corporation (the “Company” or the “Debtor”), and the holders of the Company’s 10% Secured Convertible Notes in an amount up to $1,500,000 (collectively, the “Notes”) who are parties signatory hereto, their endorsees, transferees and assigns (collectively, the “Holders”), and Matthew J. Moran, as secured party collateral agent (the “Agent”) for the Holders.

EXCLUSIVE OPTION AGREEMENT
Exclusive Option Agreement • November 13th, 2008 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Florida

This EXCLUSIVE OPTION AGREEMENT (this "Agreement") is entered into as of this 5th day of June, 2008 (the "Effective Date"), by and between ECOSPHERE ENERGY SOLUTIONS, INC. ("Grantor"), a Florida corporation, and Bledsoe Capital Group, LLC ("Holder"), a Montana limited liability company.

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