SUBSCRIPTION AGREEMENT

Hudson Technologies, Inc.

1 Blue Hill Plaza, Suite 1541

Pearl River, NY 10965

Gentlemen:

The undersigned (the “ Purchaser ”) hereby confirms its agreement with you as follows:

1.           This Subscription Agreement, including the Terms and Conditions For Purchase of Shares attached hereto as Annex I (collectively, this “ Agreement ”) is made as of the date set forth below between Hudson Technologies, Inc., a New York corporation (the “ Company ”), and the Purchaser.

2.           The Company has authorized the sale and issuance to certain investors of up to an aggregate of 3,870,000 shares (individually, a “Share” and collectively, the “ Shares ”) of its common stock, par value $0.01 per share (the “ Common Stock ”) for a purchase price of $1.15 per Share (the “ Purchase Price ”).

3.           The offering and sale of the Shares (the “ Offering ”) are being made pursuant to (a) an effective Registration Statement on Form S-3, File No. 333-151973 (including the Prospectus contained therein (the “ Base Prospectus ”), the “ Registration Statement ”), filed by the Company with the Securities and Exchange Commission (the “ Commission ”), (b) if applicable, certain “free writing prospectuses” (as that term is defined in Rule 405 under the Securities Act of 1933, as amended (the “ Act ”)), that have been or will be filed with the Commission and delivered to the Purchaser on or prior to the date hereof and (c) a Prospectus Supplement (the “ Prospectus Supplement ” and together with the Base Prospectus, the “ Prospectus ”) containing certain supplemental information regarding the Shares and terms of the Offering that will be filed with the Commission and delivered to the Purchaser (or made available to the Purchaser by the filing by the Company of an electronic version thereof with the Commission), along with the Company’s counterpart to this Agreement and (d) if the Company has filed an abbreviated registration statement to register additional securities pursuant to Rule 462(b) (the “ 462(b) Registration Statement ”), then any reference herein to the Registration Statements shall also be deemed to include such 462(b) Registration Statement.

4.           The Company and the Purchaser agree that the Purchaser will purchase from the Company and the Company will issue and sell to the Purchaser the Shares set forth below for the aggregate purchase price set forth below.  The Shares shall be purchased pursuant to the Terms and Conditions for Purchase of Shares attached hereto as Annex I and incorporated herein by this reference as if fully set forth herein.  The Purchaser acknowledges that the Offering is not being underwritten by the placement agent (the “ Placement Agent ”) named in the Prospectus Supplement and that there is no minimum offering amount.

5.           The manner of settlement of the Shares purchased by the Purchaser shall be as follows:

Delivery versus payment (“ DVP ”) through the Depository Trust Company (“ DTC ”) (i.e., at the Closing (as defined in Section 3.1 of Annex I) , the Company shall issue Shares registered in the Purchaser’s name and address as set forth below and released by Continental Stock Transfer & Trust Company (the “ Transfer Agent ”) directly to the account(s) at Roth Capital Partners (“ Roth Capital ”) identified by the Purchaser; upon receipt of such Shares, Roth Capital shall promptly electronically deliver such shares to the Purchaser, and simultaneously therewith payment shall be made by Roth Capital by wire transfer to the Company) NO LATER THAN ONE (1) BUSINESS DAY AFTER THE EXECUTION OF THIS AGREEMENT BY THE PURCHASER AND THE COMPANY, THE PURCHASER SHALL:

IT IS THE PURCHASER’S RESPONSIBILITY TO (A) MAKE THE NECESSARY WIRE TRANSFER OR CONFIRM THE PROPER ACCOUNT BALANCE IN A TIMELY MANNER AND (B) ARRANGE FOR SETTLEMENT BY WAY OF DVP IN A TIMELY MANNER.  IF THE PURCHASER DOES NOT DELIVER THE AGGREGATE PURCHASE PRICE FOR THE SHARES OR DOES NOT MAKE PROPER ARRANGEMENTS FOR SETTLEMENT IN A TIMELY MANNER, THE SHARES MAY NOT BE DELIVERED AT CLOSING TO THE PURCHASER OR THE PURCHASER MAY BE EXCLUDED FROM THE OFFERING ALTOGETHER.

6.           The Purchaser represents that, except as set forth below, (a) it has had no position, office or other material relationship within the past three years with the Company or persons known to it to be affiliates of the Company, (b) it is not a Financial Industry Regulatory Authority, Inc. (“ FINRA ”) member or an Associated Person (as such term is defined under the FINRA Membership and Registration Rules Section 1011) as of the Closing, and (c) neither the Purchaser nor any group of Purchasers (as identified in a public filing made with the Commission) of which the Purchaser is a part in connection with the Offering, acquired, or obtained the right to acquire, 20% or more of the Common Stock (or securities convertible into or exercisable for Common Stock) or the voting power of the Company on a post-transaction basis.  Exceptions: _______________________________________________.  (If no exceptions, write “none.” If left blank, response will be deemed to be “none.”)

7.           The Purchaser represents that it has received (or otherwise had made available to it by the filing by the Company of an electronic version thereof with the Commission) the Base Prospectus, dated September 5, 2008, which is a part of the Company’s Registration Statement, the documents incorporated by reference therein and any free writing prospectus (collectively, the “ Disclosure Package ”), prior to or in connection with the receipt of this Agreement.  The Purchaser acknowledges that, prior to the delivery of this Agreement to the Company, the Purchaser will receive certain additional information regarding the Offering, including pricing information (the “ Offering Information ”). Such information may be provided to the Purchaser by any means permitted under the Act, including the Prospectus Supplement, a free writing prospectus and oral communications.

8.           No offer by the Purchaser to buy the Shares will be accepted and no part of the Purchase Price will be delivered to the Company until the Purchaser has received the Offering Information and the Company has accepted such offer by countersigning a copy of this Agreement, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to the Company (or Roth Capital on behalf of the Company) sending (orally, in writing or by electronic mail) notice of its acceptance of such offer.  An indication of interest will involve no obligation or commitment of any kind until the Purchaser has been delivered the Offering Information and this Agreement is accepted and countersigned by or on behalf of the Company.

Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.

Agreed and Accepted

this ___ day of July __, 2009:

HUDSON TECHNOLOGIES, INC.

1.            Authorization and Sale of the Shares .  Subject to the terms and conditions of this Agreement, the Company has authorized the sale of the Shares.

2.            Agreement to Sell and Purchase the Shares; Placement Agent .

2.1           At the Closing (as defined in Section 3.1) , the Company will sell to the Purchaser, and the Purchaser will purchase from the Company, upon the terms and conditions set forth herein, the respective number of Shares set forth on the last page of the Agreement to which these Terms and Conditions for Purchase of Shares are attached as Annex I (the “ Signature Page ”) for the aggregate purchase price therefor set forth on the Signature Page.

2.2           Purchaser acknowledges that the Company has agreed to pay Roth Capital Partners, LLC (the “ Placement Agent ” or “ Roth Capital ”) a fee (the “ Placement Fee ”) in respect of the sale of Shares to the Purchaser.

2.3           The Company has entered into a Placement Agent Agreement, dated July___, 2009  (the “ Placement Agreement ”), with the Placement Agent that contains certain representations, warranties, covenants and agreements of the Company that may be relied upon by the Purchaser, which shall be a third party beneficiary thereof.  The Company confirms