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Forbearance Agreements

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451) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the "Agreement")

Parties: Stratus Services Group, Inc. | ALS, LLC
Document Date: 10/25/2005
Industry: Business Services
Sector: Services


452) LETTER AGREEMENT

Parties: MIRANT CORP | . S. Marce Fuller
Document Date: 10/20/2005
Industry: Electric Utilities


453) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT (the "Forbearance Agreement"), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005, September 15, 2005, September 29, 2005 and October 6, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, ("Capital"), and STRATUS SERVICES GROUP, INC. ("Borrower")

Parties: CAPITAL FACTORS LLC, | Stratus Services Group, Inc.
Document Date: 10/18/2005
Industry: Business Services
Sector: Services


454) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the "Agreement")

Parties: Stratus Services Group, Inc. | ALS, LLC
Document Date: 10/18/2005
Industry: Business Services
Sector: Services


455) EXHIBIT 10.3 WAIVER AND CONSENT

Parties: MARINER ENERGY INC | Union Bank of California, N.A | Mariner Holdings, Inc.
Document Date: 10/18/2005
Governing Law:Texas


456) AMENDMENT NO. 2, WAIVER and AGREEMENT

Parties: TEREX CORP | HOLDINGS UK LIMITED
Document Date: 10/17/2005
Industry: Misc. Capital Goods
Sector: Capital Goods
Governing Law:New York


457) WAIVER AND AMENDMENT NO. 5

Parties: FLOWSERVE CORP
Document Date: 10/13/2005
Industry: Misc. Capital Goods
Sector: Capital Goods


458) WAIVER TO RECEIVABLES PURCHASE AGREEMENT

Parties: FLOWSERVE CORP
Document Date: 10/13/2005
Industry: Misc. Capital Goods
Sector: Capital Goods


459) LIMITED WAIVER AND AMENDMENT NO. 4

Parties: FLOWSERVE CORP
Document Date: 10/13/2005
Industry: Misc. Capital Goods
Sector: Capital Goods


460) FIRST AMENDMENT AND WAIVER

Parties: MOLINA HEALTHCARE INC | Bank of America, N.A
Document Date: 10/13/2005
Industry: Insurance (Accident and Health)
Sector: Financial
Governing Law:New York


461) FIRST AMENDMENT, WAIVER AND CONSENT

Parties: JUPITERMEDIA CORP
Document Date: 10/12/2005
Industry: Advertising
Sector: Services
Governing Law:New York


462) FOURTEENTH AMENDMENT AND WAIVER TO LOAN AGREEMENT

Parties: CELLSTAR CORP | WELLS FARGO FOOTHILL, INC.
Document Date: 10/11/2005
Industry: Communications Equipment
Sector: Technology


463) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the "Agreement")

Parties: Stratus Services Group, Inc. | ALS, LLC
Document Date: 10/7/2005
Industry: Business Services
Sector: Services


464) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT (the "Forbearance Agreement"), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005, September 15, 2005 and September 29, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, ("Capital"), and STRATUS SERVICES GROUP, INC. ("Borrower")

Parties: CAPITAL FACTORS LLC, | Stratus Services Group, Inc.
Document Date: 10/7/2005
Industry: Business Services
Sector: Services


465) RESTATED WAIVER LETTER AGREEMENT

Parties: POPE &| TALBOT INC /DE/
Document Date: 10/6/2005
Industry: Constr. - Supplies and Fixtures
Sector: Capital Goods


466) WAIVER LETTER AGREEMENT

Parties: POPE &| TALBOT INC /DE/
Document Date: 10/6/2005
Industry: Constr. - Supplies and Fixtures


467) EXHIBIT 10.1 EXECUTION VERSION SIXTH AMENDMENT TO LOAN DOCUMENTS AND WAIVER AGREEMENT

Parties: INTELLIGROUP INC | PNC BANK, NATIONAL ASSOCIATION
Document Date: 10/6/2005
Industry: Computer Services
Sector: Technology
Governing Law:New Jersey


468) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the "Agreement")

Parties: Stratus Services Group, Inc. | ALS, LLC
Document Date: 10/4/2005
Industry: Business Services
Sector: Services


469) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT (the "Forbearance Agreement"), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005 and September 15, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, ("Capital"), and STRATUS SERVICES GROUP, INC. ("Borrower")

Parties: CAPITAL FACTORS LLC, | Stratus Services Group, Inc.
Document Date: 10/4/2005
Industry: Business Services
Sector: Services


470) EXHIBIT 10.8 WAIVER OF NEGATIVE COVENANTS

Parties: DIOMED HOLDINGS INC
Document Date: 10/4/2005
Industry: Medical Equipment and Supplies
Sector: Healthcare


471) FIRST AMENDMENT TO FORBEARANCE AGREEMENT

Parties: WILLIAMS INDUSTRIES, INC
Document Date: 10/3/2005
Industry: Construction Services
Sector: Capital Goods


472) THIRD AMENDMENT AND SECOND WAIVER

Parties: HOME INTERIORS &| GIFTS INC | HOME INTERIORS & GIFTS, INC., | BEAR STEARNS CORPORATE LENDING INC | JPMORGAN CHASEBANK, N.A.
Document Date: 9/30/2005
Governing Law:New York


473) CONSENT AND WAIVER

Parties: CONSOLIDATED ENERGY INC
Document Date: 9/29/2005
Governing Law:Texas


474) BRIDGE FORBEARANCE

Parties: CONSOLIDATED ENERGY INC
Document Date: 9/29/2005
Governing Law:Texas


475) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the ?Agreement?)

Parties: ALS, LLC | Stratus Services Group, Inc.,
Document Date: 9/21/2005
Industry: Business Services
Sector: Services


476) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT

Parties: STRATUS SERVICES GROUP IN | CAPITAL FACTORS LLC,
Document Date: 9/21/2005
Industry: Business Services


477) Re: Waivers under Credit Agreement

Parties: American Italian Pasta Company | Bank of America, N.A.,
Document Date: 9/19/2005
Industry: Food Processing
Sector: Consumer/Non-Cyclical
Governing Law:Illinois


478) SECOND AMENDMENT TO FORBEARANCE AGREEMENT

Parties: OBSIDIAN ENTERPRISES INC | OBSIDIAN LEASING COMPANY, INC | PYRAMID COACH, INC | TIMOTHY S. DURHAM | TERRY WHITESELL | JULIA WHITESELL
Document Date: 9/19/2005
Industry: Constr. - Supplies and Fixtures
Sector: Capital Goods


479) SECOND AMENDMENT TO FORBEARANCE AGREEMENT

Parties: OBSIDIAN ENTERPRISES INC | OBSIDIAN LEASING COMPANY, INC | OLD NATIONAL BANK | PYRAMID COACH, INC | TIMOTHY S. DURHAM | TERRY WHITESELL | JULIA WHITESELL
Document Date: 9/19/2005
Industry: Constr. - Supplies and Fixtures
Sector: Capital Goods


480) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the ?Agreement?)

Parties: ALS, LLC | Stratus Services Group, Inc.,
Document Date: 9/14/2005
Industry: Business Services
Sector: Services


481) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT

Parties: STRATUS SERVICES GROUP IN | CAPITAL FACTORS LLC,
Document Date: 9/14/2005
Industry: Business Services


482) FIRST AMENDMENT AND WAIVER AGREEMENT

Document Date: 9/13/2005
Industry: Retail (Technology)
Sector: Services
Governing Law:Massachusetts


483) Bontan Corporation Inc. Consolidated Financial Statements

Parties: BONTAN CORP INC
Document Date: 9/12/2005


484) Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT

Parties: STRATUS SERVICES GROUP IN | CAPITAL FACTORS LLC,
Document Date: 9/8/2005
Industry: Business Services


485) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the ?Agreement?)

Parties: Stratus Services Group, Inc., | ALS, LLC
Document Date: 9/8/2005
Industry: Business Services
Sector: Services


486) SECOND NOTES AMENDMENT AND WAIVER AGREEMENT

Parties: BOOKHAM, INC. | Nortel Networks UK Limited
Document Date: 9/8/2005
Industry: Communications Equipment
Sector: Technology
Governing Law:New York


487) Waiver of Certain Rights under Amended and Restated Investor Rights Agreement

Parties: RESTORATION HARDWARE INC
Document Date: 9/7/2005
Industry: Retail (Specialty)
Governing Law:New York


488) WAIVER AND CONSENT

Parties: CELLSTAR CORP | Celular Express S.A. de C.V. | Comunicación Inalámbrica Inteligente, S.A. de C.V | Soluciones Inalámbricas, S.A. de C.V. | Comunicación Celular Nacional, S.A. de C.V. | Janel, S.A. de C.V.
Document Date: 9/6/2005
Industry: Communications Equipment
Sector: Technology


489) WAIVER

Parties: CELLSTAR CORP | Wells Fargo Foothill, Inc.,
Document Date: 9/6/2005
Industry: Communications Equipment
Sector: Technology


490) TWELFTH AMENDMENT AND WAIVER TO LOAN AGREEMENT

Parties: CELLSTAR CORP | WELLS FARGO FOOTHILL, I
Document Date: 9/6/2005
Industry: Communications Equipment
Sector: Technology


491) THIRTEENTH AMENDMENT AND WAIVER TO LOAN AGREEMENT

Parties: CELLSTAR CORP | WELLS FARGO FOOTHILL, INC
Document Date: 9/6/2005
Industry: Communications Equipment
Sector: Technology


492) FORBEARANCE AGREEMENT AND RELEASE

Parties: IWO HOLDINGS INC | Sprint Nextel Corporation,
Document Date: 9/1/2005


493) AMS Homecare Inc. Consolidated Financial Statements

Parties: AMS HOMECARE INC
Document Date: 8/31/2005


494) Re: Continued forbearance regarding default under outsourcing agreement dated August 13, 2004, by and between ALS, LLC and Stratus Services Group, Inc., as amended (the ?Agreement?)

Parties: ALS, LLC | Stratus Services Group, Inc
Document Date: 8/30/2005
Industry: Business Services
Sector: Services


495) EX-10.108 LIMITED WAIVER AND JOINDER AGREEMENT

Parties: GOODYS FAMILY CLOTHING INC /TN | SYDOOG, LLC | GOFAMCLO, LLC | GOODY'S MS, L.P | AIRCRAFT LEASING, LLC | THE CIT GROUP/BUSINESS CREDIT INC
Document Date: 8/24/2005
Industry: Retail (Apparel)


496) EXHIBIT 10.35 AMENDED AND RESTATED FORBEARANCE AGREEMENT

Parties: STRATUS SERVICES GROUP INC | CAPITAL TEMPFUNDS | Capital Tempfunds, Inc
Document Date: 8/17/2005
Industry: Business Services
Sector: Services
Governing Law:North Carolina


497) Re: Waivers under Credit Agreement

Parties: American Italian Pasta Company | Bank of America, N.A.,
Document Date: 8/16/2005
Industry: Food Processing
Sector: Consumer/Non-Cyclical
Governing Law:Illinois


498) AMENDMENT NUMBER TWO AND WAIVER

Parties: SHOE PAVILION INC | Wells Fargo Retail Finance, LLC
Document Date: 8/16/2005
Industry: Retail (Apparel)


499) EX-10.3 SECOND AMENDMENT AND SECOND WAIVER

Parties: WERNER HOLDING CO INC /DE/ | J.P. Morgan Securities, Inc., | JPMorgan Chase Bank, N.A.
Document Date: 8/15/2005
Governing Law:New York


500) !ST AMENDMENT TO INVESTOR RIGHTS AGREEMENT AND CONSENT AND WAIVER

Parties: PHOTOWORKS INC /WA
Document Date: 8/11/2005
Industry: Photography
Sector: Consumer Cyclical
Governing Law:Washington


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