0001044391-07-000052 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 6th, 2007 • Stratus Services Group Inc • Services-help supply services • Delaware

This Asset Purchase Agreement ("Agreement") is made as of the 1st day of August, 2007, by and between Transworld Assets, LLC, a Delaware limited liability company ("Buyer") with its principal business offices located at 149 Avenue at the Common, Suite 4, Shrewsbury, New Jersey 07702, and Green-Tech Assets, Inc., a Washington corporation (“Green-Tech”) its principal business offices located at 30 Meeting Street, Cumberland, Rhode Island 02864, CC Laurel, Inc., a Rhode Island corporation (“CCL”) with its principal business offices located at 30 Meeting Street, Cumberland, Rhode Island 02864, (each of Green-Tech and CCL to be referred to herein as a “Seller” and collectively as the "Sellers") and Thurston J. Hartford and Susan Hartford, each of whom is an individual maintaining a business address at 30 Meeting Street, Cumberland, Rhode Island 02864 (the “Shareholders”).

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GUARANTY
Guaranty • August 6th, 2007 • Stratus Services Group Inc • Services-help supply services • Delaware

GUARANTY, dated August 1, 2007, by Stratus Services Group, Inc., a Delaware corporation, with an address at 149 Avenue at the Commons, Suite 4, Shrewsbury, New Jersey 07702 (the “Guarantor”), in favor of Green-Tech Assets, Inc., a Washington corporation (the "Green-Tech").

PIGGYBACK REGISTRATION RIGHTS AGREEMENT
Piggyback Registration Rights Agreement • August 6th, 2007 • Stratus Services Group Inc • Services-help supply services • New Jersey

THIS REGISTRATION RIGHTS AGREEMENT, dated as of August 1, 2007 (this "Agreement"), is made by and between STRATUS SERVICES GROUP, INC., a Delaware corporation (the "Company"), and Thurston J. Hartford. (the "Holder").

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