0001019687-09-000670 Sample Contracts

PARTIAL RELEASE OF LIEN
Telkonet Inc • February 26th, 2009 • Communications services, nec

THIS PARTIAL RELEASE OF LIEN, dated of as February 20, 2009, is by and between TELKONET, INC., a Utah corporation (the “Company”), the guarantors listed on the signature page hereto (the “Guarantors”) and YA GLOBAL INVESTMENTS, L.P. (“YA Global”). All capitalized terms used herein shall have the respective meanings assigned thereto in the Transaction Documents (as defined below) unless otherwise defined herein.

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AGREEMENT OF CLARIFICATION
Agreement of Clarification • February 26th, 2009 • Telkonet Inc • Communications services, nec

THIS AGREEMENT OF CLARIFICATION, dated of as February 20, 2009, is by and between TELKONET, INC., a Utah corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P. (“YA Global”). All capitalized terms used herein shall have the respective meanings assigned thereto in the Debentures (as defined below) unless otherwise defined herein.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 26th, 2009 • Telkonet Inc • Communications services, nec • Pennsylvania

THIS STOCK PURCHASE AGREEMENT, together with all Schedules and Exhibits to be delivered pursuant hereto (collectively, this “Agreement”), is made and shall be effective as of February 26, 2009, by and between William H. Davis, with an address of 29 Glen Green, Winchester, MA (“Buyer”), and Telkonet, Inc., a Utah corporation with an address of 20374 Seneca Meadows Parkway, Germantown, Maryland 20876 (“Seller”).

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