INVESTMENT AGREEMENT

between

UNITED ECOENERGY CORP.
and

SSC, INC.

Dated

May __, 2009

INVESTMENT AGREEMENT ("Agreement") dated as of May __, 2009 between United EcoEnergy Corp., a Nevada corporation (“UEEC”), and SSC, Inc., a Washington corporation (“SSC”)

RECITALS

WHEREAS, SSC is an operating company which manufactures and sells American supercars, including the Aero and other high performance automobiles; and

WHEREAS, UEEC has agreed to invest in SSC and to acquire an equity interest in SSC and SSC would like to receive such investment and provide an equity interest in SSC.

NOW, THEREFORE, UEEC and SSC agree that UEEC and the investors shall acquire up to thirty-five (35) percent of the total outstanding equity interests in SSC on the terms and conditions and in the manner as set forth herein.

ARTICLE 1:      THE EQUITY INVESTMENT

1.1      Initial Investment. At the Effective Date (as defined in Section 1.2), upon the terms and subject to the conditions of this Agreement, UEEC shall acquire 2,000,000 shares of the Convertible Preferred Stock of SSC (the “SSC Stock”) representing, as of the Effective Date, not less than five (5) percent of all stock of SSC issued and outstanding on a fully diluted basis at a value of $1.00 per share, in exchange for 3,636,363shares of common stock of UEEC (the “UEEC Stock”) equal in value on the Effective Date to the SSC Stock.

1.2      Subsequent Investment . Following the Closing of the Initial Investment, UEEC shall invest or introduce or source investment of up to $5,000,000 in additional funds and UEEC Stock into SSC to acquire SSC Stock, in increments of $500,000 in cash during the term of this Agreement, on the following basis:

1.2.1     For each $500,000 investment at or after the Effective Date (the date of each such additional investment being hereafter referred to as the “Investment Date”), UEEC or the investors shall receive an additional 500,000 shares of SSC Stock representing 2.5 percent of the resulting total issued and outstanding equity ownership interests in SSC; and

1.2.2     For each $500,000 investment at or after the Effective Date that is made by UEEC , UEEC shall be granted an additional one-half of one percent (0.05%) of SSC Stock, and SSC shall be granted an additional one-half of one percent (0.05%) of common stock of UEEC.

1.2.3.     The parties understand that follow on financing may be required. At SSC’s request, and as quickly as feasible, UEEC agrees to use best effots to arrange or perform such financing on terms acceptable to SSC and in an amount and time that is acceptable to SSC. In exchange for the covenant by UEEC under this section 1.2.2, for two years after the effective date of this Agreement, UEEC shall have the first right of refusal to match any other offer that third parties make to invest in SSC.

1.2.4     The parties acknowledge that SSC and UEEC have entered into a separate secured promissory note for $250,000 and that, notwithstanding any of the terms and provisions of that note, all fudns advanced to SSC by UEEC thereunder shall be considered a part of the additional investment provided for in Item 1.2.1

1.3      Convertible Preferred Stock . The Convertible Preferred Stock to be issued hereunder by SSC shall be at a purchase price of $1.00 per share, voting preferred stock, which shall entitle the holder to vote on a par with the common stock of SSC, with each share of Convertible Preferred Stock having the number of votes it would have as and if converted into common stock of SSC. The Convertible Preferred Stock shall be convertible into the number of shares of common stock of SSC which shall represent the appropriate percentage of the total equity interests in SSC determined at the time of issue.

1.4      Effective Date; Closing . Immediately upon the execution of this Agreement by UEEC and SSC, and the satisfaction or waiver of the conditions set forth in Article 5 (the time of such execution and satisfaction being the " Effective Date "), the parties hereto shall cause the Initial Investment by UEEC to be consummated by executing and delivering the documents required to complete the exchange provided for in Paragraph 1.1 and the parties shall take all such other and further actions as may be required to cause the Initial Investment and the exchange of Convertible Preferred Stock and UEEC Stock to become effective immediately (the “ Closing ”).

1.5      Board of Directors.      At the Effective Date, the Board of Directors of SSC shall be set at three members, one of which shall be designated at all times by UEEC, and two of which shall be designated by Jerod O. Shelby. The By-Laws of SSC shall provide that all material decisions by or for SSC shall be by a majority of the Board of Directors and that a quorum of Directors, in person or by conference telephone, shall be at least three Directors.

1.6      Valuation of UEEC Stock . The UEEC Stock shall be valued at the Average Market Price of the common stock of UEEC at the applicable valuation date, on the following basis:

1.6.1     The Average Market Price shall be the average closing price of UEEC common stock on the trading market on which the shares are then trading, for the five (5) trading days immediately prior to the applicable valuation date.

1.6.2     In the event that the common shares of UEEC are not then trading on any market, the Average Market Price shall be the net asset value per share of the common stock of UEEC on the applicable valuation date, determined in the same manner as UEEC determines and reports its new asset value for purposes of its required SEC filings.

1.7. Registration of UEEC Stock . The parties acknowledge that UEEC is a publicly reporting and trading company, and that it may not issue its shares on a free trading basis except through a registration statement which is effective with the U.S. Securities & Exchange Commission. Accordingly, UEEC agrees that it will include the UEEC Stock issued under this Agreement in the next S-1 registration statement filed thereafter by it with the SEC, at no cost or expense to SSC, and that if it has not filed such a registration statement within 6 months of the applicabke issuance of UEEC Stock to SSC, it will prepare and file a registration statement with the SEC within 45 days thereafter and diligentsly pursue the registration until effective; provided, however, if and to the extent any UEEC Stock issued hereunder is eligible for transfer or trading under the provisions of SEC Rule 144 at that time, then no such registration statement need be filed or thereafter pursued by UEEC .

ARTICLE 2:      MANAGEMENT ASSISTANCE

During the term of this Agreement, UEEC shall render to SSC such advisory, management consulting and other services in relation to the operations of SSC as are requested in writing by the Board of Directors of SSC, including strategic planning; domestic marketing and sales; and financial and management oversight, including, without limitation, advisory and consulting services in relation to the selection, retention and supervision of independent auditors, budgeting, internal financial controls, design and implementation of financial controls and systems, the selection, retention and supervision of outside legal counsel, the selection, retention and supervision of investment bankers or other financial advisors or consultants, the structuring and implementation of equity participation plans, employee benefit plans and other incentive arrangements for certain key executives of the Company (the "Advisory Services"). Advisory Services shall be performed by and through such of UEEC's officers, employees, agents, representatives and affiliates as UEEC, in its sole discretion, shall designate.

Article 3: REPRESENTATIONS AND WARRANTIES OF UEEC

To the best of UEEC’s actual knowledge, UEEC represents and warrants to, and agrees with, SSC as follows with respect to UEEC:

3.1      Organization .     UEEC is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada, with its principal place of business located in Florida. UEEC has all requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now being conducted. UEEC is duly qualified to do business and is in good standing as a foreign corporation in each other jurisdiction, if any, in which its property or business makes such qualification necessary.

3.2      Authority Relative to this Agreement . UEEC has full corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been or will be at Closing duly and validly authorized by the Board of Directors of UEEC and no other corporate proceedings on the part of UEEC are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by UEEC and constitutes a valid and binding agreement, enforceable against it in accordance with its terms.

3.3      No Conflict; Required Filings and Consents .

(a)     The execution and delivery of this Agreement by UEEC does not, and the consummation of the transactions contemplated hereby will not, (i) conflict with or violate any law, regulation, court order, judgment or decree applicable to UEEC or by which its properties are bound or affected, (ii) violate or conflict with either the Articles of Incorporation or By-Laws of UEEC or (iii) result in any breach of or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any right of termination or cancellation of, or result in the creation of a lien on any of the properties of UEEC pursuant to any contract to which UEEC is a party or by which UEEC or any of its respective properties is bound or affected.

(b)     UEEC is not required to submit any notice, report or other filing with any governmental entity or regulating body, domestic or foreign, in connection with the execution, delivery or performance of this Agreement or the consummation of the transactions contemplated hereby. No waiver, consent, approval or authorization of any governmental entity or regulatory body, domestic or foreign, is required to be obtained or made by UEEC in connection with its execution, delivery or performance of this Agreement or the consummation of the transactions contemplated hereby.

3.4      Litigation. No investigation or review by any governmental entity or regulatory body, foreign or domestic, with respect to UEEC is pending or threatened against UEEC, and no governmental entity or regulatory body has advised UEEC of an intention to conduct the same. There is no claim, action, suit, investigation or proceeding pending or threatened against or affecting UEEC at law or in equity or before any federal, state, municipal or other governmental entity or regulatory body, or which challenges the valid