EXHIBIT 10.2


                            STOCK PURCHASE AGREEMENT


     This STOCK PURCHASE AGREEMENT  ("Agreement") is made effective as of the 13
day of September, 2006, by and between Electric Aquagenics Unlimited, a Delaware
corporation  whose principal  office is located at 1464 W. 40 South,  Suite 200,
Lindon,  Utah 84042 ("EAU"),  EOWORP,  LLC, a Nevada limited  liability  company
whose principal office is located at 139 South Denali Drive,  Lindon, Utah 84042
("EOWORP"),  and Equilease, Inc., a Nevada corporation whose principal office is
located at 1464 W. 40 South, Suite 200 ("Equilease").

                                R E C I T A L S:

     WHEREAS,  EAU owns all of the issued and outstanding stock of Equilease,  a
company  organized to provide  financing to franchisees  of Zerorez  Franchising
Systems,  Inc.  ("Zerorez"),  in order to allow  such  franchisees  to  purchase
equipment from EAU;

     WHEREAS, EAU desires to sell to EOWORP, and EOWORP desires to purchase from
EAU,  all of the issued and  outstanding  shares of  Equilease  (the  "Equilease
Shares") in exchange for the payment to EAU of (a) approximately  $178,650.94 in
trade payables owed to EAU by Zerorez, and (b) approximately $273,958.13 owed to
Equilease  by  three  franchisees  of  Zerorez  as  evidenced  by four  separate
promissory notes;

     NOW,  THEREFORE,  in  consideration  of the  terms,  conditions  and  other
agreements set forth herein, the parties hereto agree as follows:

     1. Purchase and Sale of Shares. Subject to the terms and conditions of this
Agreement,  EAU agrees to sell the Equilease Shares to EOWORP, and EOWORP agrees
to purchase the  Equilease  Shares from EAU, in exchange for the cash payment of
$452,609.07.

     2. Escrow Agreement; Closing. The purchase and sale of the Equilease Shares
shall be  completed  through  the use of an  Escrow  pursuant  to the  terms and
conditions of the Escrow Agreement  attached hereto as Exhibit "A," which Escrow
Agreement  is  incorporated  herein by  reference.  The  purchase  and sale (the
"Closing")  provided  for in this  Agreement  will take place at the  offices of
Kirton & McConkie,  60 E. South Temple,  Suite 1800, Salt Lake City, Utah 84111,
at such time and date as shall be agreed upon by the parties, provided that each
party shall have  delivered or  deposited in the Escrow all funds,  documents or
agreements  that are  required to be delivered or deposited by the terms of this
Agreement,  by the terms of the Stock Purchase  Agreement dated of the same date
hereof between EOWORP and Peter F. Ullrich related to the sale of 590,000 shares
of EAU common  stock from  EOWORP to Peter F.  Ullrich,  and by the terms of the
Escrow  Agreement.  The Closing of the sale of the  Equilease  Shares will occur
simultaneously  with the  Closing of the sale of EAU Shares from EOWORP to Peter
F.  Ullrich,  LLC,  and both  transactions  shall be handled by a single  Escrow
Agreement.

     3. Escrow Deposits.

     Prior to the Closing:



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     3.1 EAU shall deliver to, or deposit with,  Kirton & McConkie as the Escrow
Agent pursuant to the terms of the Escrow Agreement:

          (i) original  Certificate No. 001  representing  all of the issued and
     outstanding  shares of capital stock of Equilease,  Inc., duly endorsed for
     transfer by EAU (or accompanied by duly executed stock powers);

          (ii) four (4) original  promissory  notes in the  aggregate  principal
     amount of $273,958.13  made by three  franchisees of Zerorez and payable to
     Equilease (the "Zerorez Notes"); and

          (iii)  such  other  documents  or  items  as the  Escrow  Agent  shall
     reasonably request.

     3.2 There shall be deposited in the Kirton & McConkie trust account as part
of the closing of the sale of EAU Shares from EOWORP to Peter F. Ullrich the sum
of $885,000.

     4. Closing.

     At the Closing:

          4.1 The Escrow Agent shall  deliver the original  Certificate  No. 001
     representing  the Equilease  Shares to EOWORP,  together with duly executed
     stock powers transferring ownership of the Equilease Shares to EOWORP;

          4.2 The Escrow Agent shall deliver to EOWORP the Zerorez Notes;

          4.3 The Escrow Agent shall cause the $885,000  deposited in the Kirton
     &  McConkie  trust  account  to be  disbursed  as  provided  in the  Escrow
     Agreement;

          4.4 The trade payable in the amount of approximately  $178,650.94 owed
     to EAU by Zerorez  shall be  reflected on the books of EAU as being paid in
     full.

     5.  Representations  and  Warranties of EAU. EAU represents and warrants to
EOWORP as follows:

     5.1 Capital Stock.  The authorized  capital stock of Equilease  consists of
10,000,000  shares of $0.001 par value common  stock,  of which,  as of June 30,
2006, a total of 10,000,000 shares had been issued and were outstanding,  all of
which are owned by EAU. The Equilease  Shares were duly and validly issued,  and
are  fully  paid and  nonassessable.  EAU has good  title,  beneficially  and of
record,  to the  Equilease  Shares,  free and clear of all  security  interests,
liens, claims,  encumbrances and other contractual restrictions of any kind. The
transfer and delivery of the Equilease  Shares by EAU to EOWORP as  contemplated
by this  Agreement  will  transfer  good and  marketable  title to the Equilease


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Shares to  EOWORP,  free and clear of all  security  interests,  liens,  claims,
encumbrances  and other  contractual  restrictions  of any kind.  The  Equilease
Shares will be  "restricted  securities"  as defined in the  federal  securities
laws,  and  the  certificates   representing  the  Shares  will  bear  a  legend
substantially as follows:

     THE SECURITIES  REPRESENTED BY THIS  CERTIFICATE  HAVE NOT BEEN  REGISTERED
     UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR QUALIFIED UNDER
     THE SECURITIES  LAWS OF ANY STATE (THE "LAW").  SUCH  SECURITIES  HAVE BEEN
     ACQUIRED FOR  INVESTMENT  AND NEITHER SAID SHARES NOR ANY INTEREST  THEREIN
     MAY BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION
     STATEMENT FOR THE SHARES UNDER THE ACT AND  QUALIFICATION  UNDER THE LAW OR
     AN  OPINION  OF  COUNSEL   SATISFACTORY  TO  THE   CORPORATION   THAT  SUCH
     REGISTRATION AND QUALIFICATION ARE NOT REQUIRED AS TO SAID SALE OR OFFER.

     5.2. No Conflict. Neither the execution and delivery of this Agreement, nor
the performance of the transactions  contemplated herein by EAU, will violate or
conflict with any lease, contract, agreement, license or other instrument or any
order,  judgment  or  ruling  of any  governmental  authority  to  which  either
Equilease or EAU is subject.

     5.3  No  Representation  as  to  Value,   Business  or  Prospects.   EOWORP
acknowledges that it has all of the information it needs to determine whether to
purchase the Equilease  Shares.  EOWORP is not relying on any  representation by
EAU as to the value,  business or prospects of Equilease in determining  whether
to  purchase  the  Equilease  Shares,  and  EAU  expressly  disclaims  any  such
representation.

     6. Representations and Warranties of EOWORP. EOWORP represents and warrants
to EAU as follows:

     6.1 No Conflict.  Neither the execution and delivery of this  Agreement nor
the performance of the transactions  contemplated herein by EOWORP will violate,
conflict or constitute a default under any lease, contract,  agreement,  license
or other  instrument  or any  order,  judgment  or  ruling  of any  governmental
authority to which EOWORP is a party.

     6.2 Purchase for Investment.  EOWORP  acknowledges  that the Shares will be
"restricted  stock" under federal and state  securities  laws.  EOWORP is not an
underwriter, as such term is defined under the Securities Act, and is purchasing
the Shares solely for investment with no present  intention to distribute any of
the Shares to any person,  and EOWORP will not sell or otherwise  dispose of any
of the  Shares  except  in  compliance  with the  registration  requirements  or
exemption  provisions  under  applicable  federal and state  securities laws and
regulations.

     7. Expenses. Except as otherwise expressly provided in this Agreement or in
the Escrow  Agreement,  each party to this  Agreement  will bear its  respective
expenses incurred in connection with the preparation, execution, and performance
of this Agreement and the transactions  contemplated hereby,  including all fees
and expenses of agents, representatives,  counsel, and accountants. In the event


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of  termination of this  Agreement,  the obligation of each party to pay its own
expenses  will be subject to any rights of such party  arising  from a breach of
this Agreement by another party.

     8. Public Announcements.  Any public announcement or similar publicity with
respect to this Agreement or the contemplated transactions will be issued, if at
all, at such time and in such manner as the parties  mutually agree. The parties
will  consult  with each other  concerning  the means by which their  respective
employees,  customers,  and  suppliers  and  others  will  be  informed  of  the
transactions contemplated hereby.

     9. Waiver of Conflict of Interest.  The parties  acknowledge and agree that
the law  firm of  Kirton  &  McConkie,  has  represented  both  parties  to this
Agreement in the negotiation, documentation and closing of this transaction, and
that  Kirton &  McConkie  is also  acting  as  Escrow  Agent  under  the  Escrow
Agreement,  and each of the parties  hereto,  after being fully  informed of the
conflicts  of  interest  inherent  in having the same  attorney  represent  both
parties,  hereby consent to Kirton & McConkie representing each party and acting
as the Escrow  Agent,  and each of the  parties  hereto  waives any  conflict of
interest arising out of such dual representation.

     10. Notices. All notices, consents, waivers, and other communications under
this  Agreement  must be in  writing  and will be deemed to have been duly given
when (a) delivered by hand (with written  confirmation of receipt),  (b) sent by
telecopier  (with  written  confirmation  of receipt),  provided  that a copy is
mailed by registered mail, return receipt requested, or (c) when received by the
addressee,  if  sent  by a  nationally  recognized  overnight  delivery  service
(receipt  requested),  in each case to the appropriate  addresses and telecopier
numbers set forth below (or to such other addresses and telecopier  numbers as a
party may designate by notice to the other parties):

              EOWORP:          EOWORP, LLC
                               139 South Denali Drive
                               Lindon, Utah 84042
                               Attn: Gaylord M. Karren
                               Phone: _________________________
                               Fax: ___________________________


              EAU:             Electric Aquagenics Unlimited, Inc.
                               1464 W. 40 South, Suite 200
                               Lindon, Utah 84042
                               Attn: Jay S. Potter, Interim CEO
                               Phone:  801-443-1031
                               Fax:  801-443-1029

     11.  Jurisdiction;  Service of Process. Any action or proceeding seeking to
enforce any provision  of, or based on any right arising out of, this  Agreement
may be brought  against  any of the  parties in the courts of the State of Utah,
County of Salt Lake or, if it has or can  acquire  jurisdiction,  in the  United
States District Court for the District of Utah, and each of the parties consents


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to the jurisdiction of such courts (and of the appropriate  appellate courts) in
any such action or  proceeding  and waives any  objection to venue laid therein.
Process in any action or proceeding referred to in the preceding sentence may be
served on any party anywhere in the world.

     12. Further  Assurances.  Each party shall  cooperate  with the other,  and
execute and  deliver,  or cause to be  executed  and  delivered,  all such other
instruments,  including instruments of conveyance,  assignment and transfer, and
take all such other actions as such party may be reasonably requested to take by
the other party hereto from time to time, in order to effectuate the transfer of
the Equilease Shares from EAU to EOWORP.

     13. Entire Agreement and Modification.  This Agreement supersedes all prior
agreements  between the parties  with  respect to its subject  matter,  and this
Agreement  and the  Escrow  Agreement  entered  into  in  connection  with  this
Agreement  constitutes  a complete and  exclusive  statement of the terms of the
agreement between the parties with respect to its subject matter. This Agreement
may not be amended  except by a written  agreement  executed  by the party to be
charged with the amendment.

     14.  Assignment.  This Agreement shall be binding upon and shall inure only
to the  benefit  of the  parties  hereto  and their  respective  successors  and
assigns.  This Agreement may not be assigned in whole or in part by either party
without the prior written consent of the other party.

     15.  Severability.  If any  provision of this  Agreement is held invalid or
unenforceable  by any court of competent  jurisdiction,  the other provisions of
this  Agreement  will remain in full force and  effect.  Any  provision  of this
Agreement  held invalid or  unenforceable  only in part or degree will remain in
full force and effect to the extent not held invalid or unenforceable.

     16. Time of Essence. With regard to all dates and time periods set forth or
referred to in this Agreement, time is of the essence.

     17 Attorney  Fees. If either Party employs an attorney to enforce or defend
its rights under this Agreement,  the prevailing  party shall be entitled to its
reasonable  expenses,  including  but not limited to  attorney's  fees  incurred
whether  occasioned by  litigation  or otherwise  and in bankruptcy  court or on
appeal.

     18. Survival of Obligations. All representations, warranties, covenants and
obligations  contained in this Agreement  shall survive the  consummation of the
transactions contemplated by this Agreement.

     19.  Governing Law. This Agreement  shall be governed by and interpreted in
accordance  with the general  laws of the State of Utah  applicable  to contacts
made and to be performed  wholly within such state,  and in accordance  with the
general corporation laws of the State of Delaware.



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     IN WITNESS  WHEREOF,  the  parties  hereto  have  executed  this  Agreement
effective as of the date first written above.

                                      EAU:
                                      ELECTRIC AQUAGENICS UNLIMITED, INC.
                                      A Delaware corporation



                                      By: /s/ Jay Potter
                                          --------------------------------------
                                           Its: Interim CEO


                                      EOWORP:
                                      EOWORP, LLC
                                      A Nevada limited liability company



                                      By: /s/ John Hopkins
                                          --------------------------------------
                                           Its: Member


                                      EQUILEASE
                                      EQUILEASE, INC.
                                      A Nevada corporation



                                      By: /s/ John Hopkins
                                          --------------------------------------
                                           Its: President


          [Signature page to Equilease, Inc. Stock Purchase Agreement]

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