0000950137-08-008393 Sample Contracts

STOCK PURCHASE AGREEMENT among Lime Energy Co., Applied Energy Management, Inc., The Sellers Named Herein And The Sellers’ Representative Dated as of June 11, 2008
Stock Purchase Agreement • June 11th, 2008 • Lime Energy Co. • Electronic & other electrical equipment (no computer equip) • Illinois

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of June 11, 2008, by and among Lime Energy Co., a Delaware corporation (“Buyer”), Applied Energy Management, Inc., a Massachusetts corporation (the “Company”), and the persons listed as Sellers on the signature pages hereto (each, a “Seller” and, collectively, the “Sellers”).

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AR NOTE ISSUANCE AGREEMENT
Ar Note Issuance Agreement • June 11th, 2008 • Lime Energy Co. • Electronic & other electrical equipment (no computer equip) • Illinois

This AR Note Issuance Agreement (this “Agreement”) is dated as of the 6th day of June, 2008, and is made by and between Lime Energy Co., a Delaware corporation (the “Company”), and Richard P. Kiphart (“Kiphart”) and Advanced Biotherapy, Inc. (“ADVB” and together with Kiphart, “Noteholders”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 11th, 2008 • Lime Energy Co. • Electronic & other electrical equipment (no computer equip) • Illinois

This Registration Rights Agreement (this “Agreement”), dated as of June 11, 2008, is by and among Lime Energy Co., a Delaware corporation (the “Company”), and Eric DuPont, Stephen Glick, Kyle Marshall, John O’Rourke and James Smith (each an “Investor,” collectively the “Investors”).

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