Filed by Bowne Pure Compliance





Exhibit 10.1




This AGREEMENT made this 1st day of August, 2008.



	 	 	 	 	 
	BETWEEN

	 	CLEARANT, INC. with offices located at

1801 Avenue of the Stars 

Suite 435

Los Angeles, California 90067
 

(Hereinafter referred to as “CLRA”	 	 
	 

	 	 	 	OF THE FIRST PART
	AND
	 	 	 	 
	 

	 	CAMERON & ASSOCIATES CORPORATE FINANCE, INC. with 

Offices located at # 1140-1185 West Georgia Street, 

Vancouver, B.C. V6E 4E6
 

(Hereinafter referred to as “C&A”	 	 
	 

	 	 	 	OF THE SECOND PART






WHEREAS:




	 	A.	 	CLRA wishes to retain C&A to prepare a high level Corporate Strategic Plan that
establishes strategies and tactics for business development, capitalization, investor
relations, government relations and corporate strategic relationships.






	 	B.	 	CLRA wishes to retain C&A to assist in securing the working capital required to fund
the company through to positive cash flow, acquire a tissue bank, fund R&D, and persuade the FDA to mandate the CLRA technology.






	 	C.	 	C&A agrees to provide its services to CLRA




 


 









 










WITNESSETH THAT IN CONSIDERATION OF the premises and the mutual covenants and agreements herein
contained, the parties hereto do covenant and agree each with the other as follows:



APPOINTMENT





	 	1.	 	CLRA hereby appoints C&A to provide CLRA with the services and scope of work referred to in this agreement.






	 	2.	 	C&A will, in the performance of its services, rely exclusively upon the information and representations provided by CLRA.





SPECIFIC SERVICES




Upon the approval and direction of the CLRA CEO C&A will perform the following. C&A will provide
the CLRA CEO regular updates with the progress of the following:




	 	1.	 	C&A will prepare a high level Corporate Strategic Plan that establishes the
strategies and tactics required to support a high growth business plan,






	 	2.	 	C&A will assist in raising working capital through CenterPointe Investments, Inc.
hereafter referred to as (CPII) as well as from existing and new shareholders. All funds
raised in this round will be raised on the terms and conditions contained in the CPII term
sheet. Investors can either invest through CPII or directly into CLRA as long as CPII is
credited with the transaction.






	 	3.	 	C&A, in addition to the CPII financing, will assist CLRA in securing and/or
renegotiating short term financing instruments including bank lines of credit,
inventory financing and sub-debt.






	 	4.	 	C&A will assist CLRA with the regulatory compliance and filing requirements
associated with financings, investor relations programs, acquisitions and major transactions.






	 	5.	 	C&A will prepare a Investment Relations Strategy and Budget that distributes
news of the CLRA commercial accomplishments and potential to brokers,
analysts and market makers resulting in a stock price that equates to the
economic health and potential of the company and creates the conditions in
which CLRA can complete major financings without the crippling dilution that
can destroy shareholder value.






	 	6.	 	C&A will be engaged to assist in providing access to the key officials and
decision makers in the national political and governmental system with the
objective of convincing the FDA to mandate the CLRA technology. In addition,
C&A will assist in the sourcing of additional Board of Director members that will
help CLRA convince the scientific, business, political, regulatory and investment
communities to trust and support the company.




 


 









 











	 	7.	 	C&A will in the provision of these service to CLRA work closely with its CEO to produce
strategic reports that will achieve execution of all material corporate plans
for the enterprise, including but not limited to an formal Executive Summary outlining the
financial model for growth, the acquisition plans to achieve market penetration and the
introduction of new key advisors to ensure that the CLRA process becomes recognized as the
standard for tissue sterilization.





RENUMERATION & EXPENSES





	 	1.	 	Commencing August 1st, 2008 CLRA will retain C&A for an initial term of
three (3) months. The fee shall be paid as to $10,000 cash. This agreement may be
extended at the written mutual agreement of both parties.






	 	2.	 	CLRA agrees to reimburse C&A expenses for air travel, rental car, hotel, meals, cell
phone and personal car use based on the IRS approved mileage rate and provided that all
trips are approved in advance by the President and CEO of CLRA.






	 	3.	 	If C&A is instrumental in introducing and closing a deal between CLRA and
a major strategic investor or distributor, CLRA will pay C&A a bonus
equal to the greater of 10 % of invested capital or 10 % of first years estimated
sales. In the event that CLRA terminates C&A it will be entitled to be paid
bonuses for all companies it introduced to CLRA while the contract was in force
for twelve months after the termination date. In no event will CLRA be required to pay
fees totaling more than 10% or multiple parties a fee (i.e. if more than one party is owed
a fee, the total fee owed will not be greater than 10%).





TERMINATION





	 	1.	 	Either party can terminate this agreement at any time for any reason after 3 months by
thereafter providing 3 days written notice therefore






	 	2.	 	In the event CLRA closes a company introduced within twelve months after
Termination ( as referred to in 3.0 above) the bonus will be deducted from the proceeds
upon closing and immediately paid to C&A.




 


 









 










NOTICE





	 	1.	 	Any notice to be given by either party to the other shall be considered to be well and
sufficiently given if delivered in person by mail or sent by Registered mail, postage
prepaid, to the addresses of the parties hereto following:





	 	 	 	 
	 	If to CLRA 
	 	Clearant, Inc.

1801 Avenue of the Stars Suite 435

Los Angeles, California 90067

Attention: President & CEO 

Mr. John Garfield
	 
	 	If to C&A
	 	Cameron & Associates Corporate Finance, Inc.

# 1140 — 1185 West Georgia Street 

Vancouver, B.C. V6E 4E6 Canada 

Attention: President & CEO 

Mr. Brian Cameron







		or to such other address or addresses as the parties hereto may notify to the other
from time to time in writing. Such notice shall be deemed to have been given at the
time of delivery, if delivered in person, or forty-eight hours from the date of posting
in a post office in Vancouver, B.C. Canada and/or Los Angeles, California.






	 	2.	 	This Agreement may not be assigned by either party.






	 	3.	 	This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.





IN WITNESS WHEREOF the duly authorized parties hereto evidence their acceptance of the terms and
conditions of this agreement by signing in the signature block provided below.



Signed by:


Clearant, Inc.

1801 Avenue of the Stars

Suite 435

Los Angeles, California 90067




	 	 	 	 	 
	 	 	 
	 	                                         /s/ Jon Garfield
 	 
	 	Mr. Jon Garfield
CEO	 
	 
	 	Date:    	 8/1/08	 
	 



Signed By:


Cameron & Associates Corporate Finance, Inc.

# 1140 – 1185 West Georgia Street

Vancouver, B.C. V6E 4E6




	 	 	 	 	 
	 	 	 
	 	                                         /s/ Brian Cameron
 	 
	 	Mr. Brian Cameron

President and CEO	 
	 
	 	Date:    	8/1/08