Forterus, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 13th, 2008 • Mezey Howarth Racing Stables, Inc. • Services-racing, including track operation • Massachusetts

Registration Rights Agreement (the “Agreement”), dated as of January 22, 2008, by and between Mezey Howarth Racing Stables, Inc. a corporation organized under the laws of State of Nevada, with its principal executive office at 405A Arenoso, San Clemente, CA 92672 (the “Company”), and Dutchess Private Equities Fund, Ltd., a Cayman Islands exempted company, with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the “Holder”).

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INVESTMENT AGREEMENT
Investment Agreement • May 13th, 2008 • Mezey Howarth Racing Stables, Inc. • Services-racing, including track operation • Massachusetts

INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of January 22, 2008 by and between Mezey Howarth Racing Stables, Inc.,a Nevada corporation (the "Company"), and Dutchess Private Equities Fund, Ltd., a Cayman Islands exempted company (the "Investor").

PERSONAL SERVICES AGREEMENT
Personal Services Agreement • February 4th, 2008 • Mezey Howarth Racing Stables, Inc. • Services-racing, including track operation

This Personal Services Agreement (the “Agreement”) is entered into this 31st Day of January, 2008, by and between Mezey Howarth Racing Stables, Inc., a Nevada corporation (the “Company”) with its principal place of business at 1001 Ave. Pico, C-629, San Clemente, CA 92673 and Paul Howarth, (“Executive”) to be effective as of February 1, 2008 (the “Effective Date”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 4th, 2007 • Mezey Howarth Racing Stables, Inc. • Services-racing, including track operation • California

THIS SECURITIES PURCHASE AGREEMENT, dated as of the date of acceptance set forth below, is entered into by and between Mezey Howarth Racing Stables, Inc., a Nevada corporation, (the "Company"), and the undersigned (the "Buyer").

Contract
Mezey Howarth Racing Stables, Inc. • February 4th, 2008 • Services-racing, including track operation

Mezey Howarth Racing Stables, Inc. (the “Acquirers”) is prepared to acquire ABTTC, Inc. (“ABTTC” or the “Company) for $7,750,000 under the terms contained in this term sheet. With the exception of the section of this agreement relating to expenses, this term sheet is a non-binding document prepared for discussion purposes only, and the proposed acquisition is specifically subject to customary stock purchase agreements, legal due diligence, and other conditions precedent contained herein, all satisfactory to the Acquirers in their sole discretion

Contract
Mezey Howarth Racing Stables, Inc. • June 26th, 2008 • Services-racing, including track operation

Mezey Howarth Racing Stables, Inc. (the “Acquirers”) is prepared to acquire ABTTC, Inc. (“ABTTC” or the “Company) under the terms contained in this term sheet. With the exception of the section of this agreement relating to expenses, this term sheet is a non-binding document prepared for discussion purposes only, and the proposed acquisition is specifically subject to customary stock purchase agreements, legal due diligence, and other conditions precedent contained herein, all satisfactory to the Acquirers in their sole discretion

STOCK EXCHANGE AGREEMENT
Stock Exchange Agreement • August 19th, 2008 • Forterus, Inc. • Services-racing, including track operation • Nevada

THIS STOCK EXCHANGE AGREEMENT (the "Agreement") is made as of this 7th day of August, 2008, by and between Forterus, Inc, a Nevada corporation ("FTER"), and the persons whose signatures appear as "Shareholders" on the signature pages of this Agreement (collectively, the "Shareholders" and each may be referred to hereinafter as a "Shareholder").

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