Exhibit 10.24

                          TECHNOLOGY LICENSE AGREEMENT

THIS TECHNOLOGY LICENSE AGREEMENT (the "Agreement") is made of this the 31st day
of  December,  2008

BETWEEN:

Rivera International, whose registered office is at 8307 Fennel Drive, Baytown,
TX 77521 (the "Licensor");

AND

SUSTAINABLE POWER CORP., a company incorporated in Nevada, whose registered
office is at 7100 Hwy 146 S, Baytown, Texas 75020 (the "Licensee");

WHEREAS:

A.  The  Licensor  has  developed  and  is  the  sole and exclusive owner of the
Intellectual  Property  Rights  in  the  Technology  (as these terms are defined
herein).

B.  The  Licensor  is  prepared  to  grant  to  the  Licensee,  an  exclusive,
non-transferable  and  revocable  right and license to the Technology within the
Territory,  subject  to  the  terms  and  conditions  set  forth  herein.

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and
agreements contained herein, the receipt and sufficiency are acknowledged, the
parties hereby agree as follows:

1.  DEFINITIONS

"CONFIDENTIAL  INFORMATION"  means  all  information  (whether  in  print, oral,
magnetic,  optical or electronic form) which is expressly marked as confidential
or which is manifestly of a confidential nature or which is confirmed in writing
to be confidential within thirty (30) days of its disclosure.  It shall include,
but  shall  not be limited to, all information of the Licensor which relates to:

(a)  the  subject  matter  of  this  Agreement;
(b)  the  content  of  the  Technology,  including all directions, instructions,
manual,  drawings  and/or  processes  (whether  in  tangible  form or otherwise)
provided  to  the  Licensee  arising  out  of  connection  with  the  use of the
Technology  or  any  part  thereof.
(c)  the personnel, policies, product plans, designs, costs, finances, marketing
plans,  research  development  or  business  strategies  of  the  Licensor;  and
(d)  the  terms  upon  which  the  Technology is being supplied pursuant to this
Agreement.  Information  shall not be considered confidential to the extent that
it  is publicly disclosed through no fault of the receiving party hereto, either
before  or  after  it  becomes  known  to  the  receiving  party.

"EFFECTIVE  DATE"  means  the  31st  day  of  December  2008

"IMPROVEMENTS" means any and all changes, modifications, additions, alterations,
enhancements,  upgrades and development to the Technology, but shall not include
any  part  of  the  Technology,  which  remains

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proprietary  to  the  Licensor.

"INTELLECTUAL PROPERTY RIGHTS" mean any and all the vested, contingent or future
inventions,  innovations,  discoveries,  design rights, inventions, innovations,
discoveries,  design  rights,  model rights, patents, patent applications, trade
secrets,  copyrights,  codes,  technical information and know-how, including but
not  limited  to  any  methods,  techniques, processes, discoveries, inventions,
innovations,  unpatentable  processes,  technical  information,  specifications,
recipes,  formulae,  designs,  plans  documentation,  drawings,  data  and other
technical  information,  relating  to  the  Technology and the Licensed Product,
registrations  of  and  applications  to  register  any of the aforesaid rights,
rights  in  the  nature of any of the aforesaid rights in any country, rights in
the  nature  of  unfair  competition  rights  and  rights to sue for passing off
relating  to  the  Technology and any other proprietary information belonging to
the  Licensor,  whether  solely,  jointly  or  otherwise.

"LICENSE"  means  the  license  granted  to  the  Licensee  under  Clause  2.

"LICENSE  FEE" means the fees payable by the Licensee to the Licensor as set out
in  Clause  3.1.1.

"LICENSED  PRODUCT" means any end product, in the form of liquid biofuel, carbon
ash,  and/or  biogas,  which  was  derived  using  the  Technology.

"PARTIES"  means the Licensor and Licensee collectively and "Party" means either
the  Licensor  or  the  Licensee  as  the  context  dictates.

"REVENUE"  means  any  and all revenues received and receivable by the Licensee,
including  but not limited to transaction fees, subscription fees, and all other
revenue  sources attributable to the use of the Technology under this Agreement.
For  the purposes of this definition, the Revenue shall be computed prior to any
taxes,  refund,  discount,  credit  or other offset that the Licensee may deduct
from  the  Revenue.

"SALE  PRICE" means the price quoted and charged by the Licensee in direct sales
to  any  party  of  any  part  of  the  Licensed  Product,  which price shall be
determined  at  a  later  date.

"TECHNOLOGY"  means  the  "Rivera  Process",  a  state-of-the-art  manufacturing
technology  which  uses  a  highly  efficient  process  to  break down vegetable
feedstock,  as  the  same exists on the Effective Date and to be licensed to the
Licensee  under  this  Agreement.

"TERM"  means  the  license  duration  as  stipulated  in  Clause  11.1  below.

"TERRITORY"  means  the  United  States  of  America.

1.2  In  this  Agreement,  unless  contrary  intention  appears:

(a) the clause headings are for ease of reference only and shall not be relevant
to  interpretation;
(b)  a  reference  to  a  clause  number  is  a  reference  to  its  subclauses;
(c)  words  in  the  singular  number  include  the  plural  and  vice  versa;
(d)  words  importing  a  gender  include  any  other  gender;
(e)  a  reference  to  a  person  includes  individuals,  bodies  corporate  and
unincorporated  associations  and  partnerships;

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(f)  a  reference  to  a  clause  is  a reference to a clause of this Agreement;
(g)  the  recitals  to  this  Agreement  do  not form part of the Agreement; and
(h)  monetary  references  are  references  to  the  United  States  currency.

2.  LICENSE

2.1 Subject to the Licensee's compliance with the terms and conditions of this
Agreement, the Licensor hereby grants to the Licensee an exclusive,
non-transferable, revocable for cause right and license, to use the Technology
solely for the purposes of deriving and sales or other uses of the Licensed
Product.

2.2 The Licensee agrees and acknowledges that this license transfers to the
Licensee neither title nor interest in the property or Intellectual Property
Rights to the Technology and Licensed Product.  The Technology and Licensed
Product and the Intellectual Property Rights of whatever nature therein
(including any copies, alterations, modifications or amendments made thereto)
are and shall remain the sole property of the Licensor and the Licensor reserves
the right to grant licenses to use the Technology and/or Licensed Product to
third parties.

2.3  All rights not expressly granted herein to the Licensee are reserved to the
Licensor.

3.  FEES

3.1. In consideration of the grant of the license herein, the Licensee agrees to
pay the Licensor a non-refundable upfront license fee consisting of One Hundred
Fifty Million (150,000,000) restricted shares of the Licensee's common stock.
100,000,000 of such Shares were issued and delivered to Licensee on or about
April 19, 2007 in connection with a previous license agreement.  50,000,000 of
such Shares shall be issued and delivered immediately upon execution of this
Agreement.

3.2.  No  royalty  payments  shall  be  due  and payable to any party hereunder.

3.3  All  Licensed  Products  derived  from  the  Technology  shall  be the sole
possession of the Licensee for the Term of this Agreement.  Any and all revenues
generated  from the sale of such Licensed Products shall belong to the Licensee.

4.  LICENSOR'S  OBLIGATIONS

4.1. Upon the execution of this Agreement, the Licensee hereby confirms that the
Licensor has effected full delivery of the Technology and nothing in this
Agreement shall be construed as requiring the Licensor to prepare or deliver to
the Licensee the Technology or any further information, documents or data
relating thereto or engage in any technical studies or research or development
or any other obligation with regards to the use and operation of any part of the
Technology for and on behalf of the Licensee.

5.  LICENSEE'S  OBLIGATIONS

5.1.  The  Licensee  warrant(s)  and  undertake(s)  that  during the Term or the
continuance  of  the  license  granted  under  this  Agreement:

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5.1.1.  the  Technology  shall be used solely by the Licensee and no other third
party  and  only  for  the  purposes contemplated by Clause 2 of this Agreement;

5.1.2. the Licensee shall not take any action which may impair the Licensor's
ownership and exclusive rights to the Intellectual Property Rights;

5.1.3. the Licensee shall not provide, disclose, divulge or make available or
permit use of the Technology by any third party without the Licensor's prior
written consent (save for the Licensee's employees and then only such employees
with the need to know);

5.1.5. as to each employee that is provided access to the Technology and/ or the
Licensed Product, the Licensee shall secure the employee's execution of a
confidentiality agreement which provides that the employee may access and/or use
the Technology and/ or derive the Licensed Product only under terms and
conditions of the confidentiality agreement, which terms shall be determined by
the Licensee with the approval of the Licensor, and which shall include, without
limitation, express acknowledgement by the employee of the Licensor's property
and rights in the Technology and the Licensed Product and express provisions
prohibiting the employee to:

5.1.5.1.  sub-license,  sell,  lease, transfer, distribute the Technology or the
Licensed  Product  in  any  manner  whatsoever  to  any  third  party;

5.1.5.2.  make,  manufacture,  reproduce  or  replicate  the  Technology  or the
Licensed  Product  in  any  manner  whatsoever  to  any  third  party;

5.1.5.3. make modifications, additions, alterations, enhancements, improvements,
upgrades or new versions of the Technology or Licensed Product in any manner
whatsoever to any third party;

5.1.6. the Licensee shall effect and maintain adequate security measures
acceptable to the Licensor to safeguard the Technology from access and misuse by
any unauthorized persons.

5.2. The Licensee shall be responsible for obtaining all necessary governmental
approvals for the development and production of any Licensed Product, at the
Licensee's expense, including, where applicable and without limitation, any
safety or feasibility studies. The Licensee shall have the sole responsibility
for any warning labels, packaging and instructions as to the use of the Licensed
Product and for the quality control for any Licensed Product.

5.3. To the extent required by applicable laws, if at all, the Licensee agrees
that the Licensed Product will be manufactured and/ or provided in such
countries, subject to such consents as may be required or obtained, if at all,
from the relevant regulatory and/ or administration and/ or governmental
authorities.

5.4. The Licensee shall have the right to use the logo or trademarks relative to
the Technology whether obtained by the Licensor or the Licensee or any variation
thereof,  including  without  limitation  the  right  to  utilize  the trademark
"Vertroleum(R)".


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5.5. The Licensee shall maintain complete and accurate records of:

5.5.1.  all  transactions  relating  to the Technology and the Licensed Product;

5.5.2.  the  Revenue  received  by  the  Licensee,

which records the Licensee shall produce to the Licensor on request from time to
time.

5.6. At the end of six (6) months from the Effective Date and thereafter on a
quarterly basis, the Licensee shall submit or caused to be submitted to the
Licensor accurate and complete sales reports indicating the actual sales volume
for the relevant half-year and individual sale prices.  All sales reports shall
be accompanied by copies of sale transaction documents, including all invoices
to end-users of the Licensed Product.

6.  WARRANTY  AND  LIABILITY

6.1.  The  Licensor  represents and warrants that it has full right and power to
enter  into  this  Agreement.

6.2. The Technology is provided on an "As-Is" basis without any warranty of any
kind, express or implied. The Licensor does not make or give any representation,
warranty or undertakings to the following effect:

6.2.1. that the functions contained in the Technology will meet the Licensee's
specific requirements or that the functions contained in the Technology or the
operation of the Technology will be uninterrupted or error free or that any
defects will be corrected;

6.2.2.  that  the Technology will be effective or fit for any purpose or that it
is  supplied  by  the  Licensor  free  from  any  defect  or  error;  or

6.2.3. that the use or sale of the Licensed Product or the use of the Technology
will not infringe any of the copyright or other intellectual property rights or
any other rights belonging to or alleged to belong to any third party.

6.3. The express terms of this Agreement are in lieu of all warranties,
conditions, terms, undertakings and obligations implied by statute, common law,
custom, trade usage, course of dealing or otherwise, all of which are hereby
excluded to the fullest extent permitted by law.

6.4. The Licensor shall not be liable to the Licensee or any third party for any
special, indirect, incidental, compensatory, punitive, consequential, exemplary
or any other damages whatsoever (including, without limitation, damages for loss
of profits or revenues, business interruption, loss of data, loss of business
information, other pecuniary loss and costs of legal expense) in connection with
this Agreement and, without limitation, the use or performance of the
Technology.

6.5. The total and cumulative liability of the Licensor to the Licensee for any
claims or damages under this Agreement, whether arising out of contract, tort or
any other cause of action, shall be limited to direct damages and shall in no
event exceed the sums paid by the Licensee to the Licensor under this Agreement
in the last twelve (12) months prior to the event giving rise to the claim.

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7.  INTELLECTUAL PROPERTY RIGHTS

7.1. The Licensee shall have no right to apply for registration of any of the
Intellectual Property Rights anywhere in the world and the Licensee shall at no
time challenge the validity and the Licensor's ownership of the same.

7.2. Interest and tide to all Improvements carried out by the Licensee (the
"Licensee's Improvements"), if any, shall be the subject-matter of intellectual
property and shall vest solely and exclusively in the Licensor.

7.3. Licensee shall report in writing to the Licensor the details of any and all
Improvements carried out by the Licensee and shall produce to the Licensor such
written reports one month after the Effective Date and thereafter on the first
day of every month thereafter, without demand.  The Licensor shall be entitled
at any time to be availed of further details of any such report furnished,
including any record or document in support thereof.

7.4. Notwithstanding anything to the contrary, nothing in this Agreement shall
be construed as according to the Licensee any right whatsoever to customize,
adapt alter or make any changes to the Technology.

7.5. For the avoidance of doubt, the Licensee shall not be entilted to, and the
Licensor shall not be obliged to provide, any Improvements, or any upgrade,
development or improvement to the Technology and/ or Licensed Product.

8.  CONFIDENTIALITY

8.1. The Parties agree that during the Term of this Agreement and for a period
of five (5) years after this Agreement expires or is terminated (as the case may
be), a party receiving Confidential Information of the other party will
continue:

8.1.1.  to  maintain  in  confidence  such Confidential Information to the same,
extent  such  party  maintains its own proprietary and confidential information;

8.1.2.  not to disclose such Confidential Information to any third party without
prior  written  consent  of  the  other  party;

8.1.3.  not  to  use  such Confidential Information for any purpose except those
permitted  by  this  Agreement;  and

8.1.4 not to directly or indirectly own or operate, advise or consult, or engage
or  participate  in,  any  business  that is producing or selling any product or
products  similar  to  or  competitive  with  the  Technology

8.2. Provided that where the Licensor is the party receiving Confidential
Information, the Licensor may disclose all or part of that Confidential
Information to its affiliates and associates on the basis that such affiliates
and associates shall also observe and be bound by the provisions of this
Agreement.  For the purpose of this Agreement, the affiliates and associates of
the Licensor shall include the Licensor's related corporations, any funding
agency, its employees and professional and legal advisors.

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8.3. Notwithstanding any other provision in this Agreement and for the avoidance
of doubt, the Licensor shall be entitled to disclose to any third parties the
fact of this Agreement and the Licensor's ownership of the Intellectual Property
Rights and such disclosure may be for any purpose whatsoever.

9.  INDEMNITY

9.1. The Licensee shall indemnify and hold the Licensor harmless from and
against any and all costs, losses, liabilities and expenses (including legal
costs on a full indemnity basis) in connection with or arising out of:

9.1.1. any breach of the Licensee's obligations in this Agreement, including
without limitation, any breach of warranties herein, or any third party claim,
action or allegation brought about against the Licensor related to the
Licensee's use or misuse of the Technology, or the Licensed Product or
Documentation or any Intellectual Property Rights, or any dispute between the
Licensee and any third party; or

9.1.2.  any  act or omission or default by the Licensee or its agents, employees
and  contractors  pursuant  to  this  Agreement.

9.2. The Parties acknowledge that the Intellectual Property Rights, Technology
and the Licensed Product or Documentation are unique and valuable assets of the
Licensor and that any unauthorized use, alteration, modification, reproduction,
disclosure or transfer of such assets will result in irreparable injury to the
Licensor for which monetary damages alone will not be an adequate remedy.
Therefore, in addition to any other remedies available to the Licensor under
this Agreement or otherwise, the Parties agree that any unauthorized use,
alteration, modification, reproduction; disclosure or transfer of the
Intellectual Property Rights, Technology, or the Licensed Product will entitle
the Licensor to any and all available equitable remedies against the Licensee,
including injunctive relief.

10.  INFRINGEMENT  ACTIONS

10.1. If any claim is made or threatened against the Licensee by any third party
that the exercise by the Licensee of any rights granted under this Agreement by
the Licensor infringes any intellectual property rights of any other person, the
Licensee shall fully notify the Licensor as soon as it becomes aware of the
claim or threatened claim.

10.2. The Licensor shall be given full control of any proceedings or
negotiations in connection with the claim and shall be exclusively entitled to
appoint and instruct legal advisors and counsel in connection with any such
proceedings or negotiations and to determine the forum for any such proceedings.


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10.3.  The  Licensee  shall,  at its own costs, give the Licensor all reasonable
assistance  for  the  purpose  of  any  such  proceedings  or  negotiations.

10.4.  The  Licensee  shall  not pay or accept any such claim, or compromise any
such  proceedings  without  the  written  consent  of  the  Licensor.

10.5.  The Licensor shall be entitled to require the Licensee to take such steps
as the Licensor may reasonable require to mitigate or reduce any loss or damage.

10.6. The Licensee shall permit any action to be brought in its name if required
by  law.

10.7.  The  Licensor  shall  have no liability to the Licensee in respect of any
claim for infringement of any intellectual property rights which is based on the
use of or any other dealing in any of the Intellectual Property Rights otherwise
than  in  accordance  with  this  Agreement.

11.  TERM  AND  TERMINATION

11.1.  This  Agreement  shall  last  for  a  period of fifty (50) years from the
Effective  Date.

11.2.  This  Agreement  may be terminated forthwith by either party if the other
commits  any  breach  of  any term of this Agreement and which (in the case of a
breach capable of being remedied) is not remedied within fourteen (14) days of a
written  request  to  remedy the  same.

11.3.  Any  termination  of this Agreement howsoever occasioned shall be without
prejudice  to  any other rights or remedies a party may be entitled to hereunder
or  at  law  and shall not affect any accrued rights or liabilities of any party
nor  the  coming  into  or continuance in force of any provision hereof which is
expressly  or  by  implication  intended to come into or continue in force on or
after  such  termination.

11.4.  Upon  expiration  or  any  termination  of  this  Agreement  (howsoever
occasioned):

11.4.1. the Licensee's rights to use the Technology and Licensed Product and all
other  rights  as set forth in this Agreement shall cease with immediate effect;
and

11.4.2. the Licensee shall within fourteen (14) days deliver up, at its own cost
and  expense,  to  the  Licensor  the  Technology  and the Licensed Product; and

11.4.3.  the Licensee shall not use, have used, make, have made, sell, have sold
and  lease,  sell  or  otherwise  apply  any technology which are similar to the
Technology  except  through  a  license  of  the Technology to be granted by the
Licensor  on  terms  and conditions to be agreed in writing between the Licensor
and  Licensee.

12.  GENERAL  PROVISIONS

12.1. The relationship between the Licensor and Licensee is that of independent
contractors. The Licensor and Licensee are not joint venturers, partners,
principal and agent, master and servant, employer or employee, and have no other
relationship other than independent contracting parties. The Licensor and
Licensee shall have no power to bind or obligate each other in any manner, other
than as is expressly set forth in this Agreement.

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12.2. Neither this Agreement nor any rights granted hereunder may be assigned or
transferred by the Licensee without the prior written consent of the Licensor.

12.3. This Agreement sets forth the entire agreement and understanding between
the parties as to the subject matter hereof. There shall be no amendments or
modifications to this Agreement, except by a written document which is signed by
all parties.

12.4. The headings for each article and section in this Agreement have been
inserted for convenience of reference only and are not intended to limit or
expand on the meaning of the language contained in the particular article or
section.

12.5. Should anyone or more of the provisions of this Agreement be held invalid
or unenforceable by a court of competent jurisdiction, it shall be considered
severed from this Agreement and shall not serve to invalidate the remaining
provisions thereof. The Parties shall make a good faith effort to replace any
invalid or unenforceable provision with a valid and enforceable one such that
the objectives contemplated by them when entering this Agreement may be
realized.

12.6. This Agreement shall be construed and enforced in accordance with the laws
of Texas.

12.7. Except as provided in section 9.2 of this Agreement, any and all disputes
arising out of or in connection with this Agreement including any question
regarding its existence, validity or termination, shall be referred to
arbitration in the State of Texas.  The arbitrator's decision shall be final and
binding upon the parties and shall provide the sole and exclusive remedies of
the parties.  Any judgment upon the award so rendered may be entered in any
court having jurisdiction or application may be made to such court for a
judicial acceptance of the award or orders of enforcement.  The commencement of
any arbitration proceedings under this Clause shall in no way affect the
continual performance of the obligations relates to the subject matter of such
proceedings.

12.8. Any delay in enforcing a party's rights under this Agreement or any waiver
as to a particular default or other matter shall not constitute a waiver of such
party's rights to the future enforcement of its rights under this Agreement,
excepting only as to an express written and signed waiver as to a particular
matter for a particular period of time.

12.9. Any notices required by this Agreement shall be in writing, shall
specifically refer to this Agreement and shall be sent by registered or
certified mail, return receipt requested, postage prepaid, or by overnight
courier and shall be forwarded to the respective addresses set forth below
unless subsequently changed by written notice to the other Parties.
For the Licensor:

8307 Fennel Drive
Baytown, TX 77521
Attn:  John H. Rivera


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For  the  Licensee:

Sustainable Power Corp.
7100 Hwy 146 S
Baytown, TX 75020
Attn:  M. Richard Cutler, President and CEO
Phone: 281-573-9260

Copy to:

Cutler Law Group
3206 West Wimbledon Dr.
Augusta, GA 30909
Attn:  M. Richard Cutler
Phone: 706-737-6600

Notice shall be deemed delivered upon the earlier of (i) when received, (ii)
three (3) days after deposit into the mail or (ill) the day immediately
following delivery to overnight courier (except Sunday and holidays).


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IN  WITNESS  WHEREOF  THIS AGREEMENT HAS BEEN DATED AS OF THE DAY AND YEAR FIRST
SET  FORTH  ABOVE.


For  and  on  behalf  of  the  Licensor:

RIVERA INTERNATIONAL



By: \s\ John H. Rivera
    ------------------
John  H.  Rivera


For  and  on  behalf  of  the  Licensee:

SUSTAINABLE  POWER  CORP.



By: \s\ M. Richard Cutler
    ---------------------
M. Richard Cutler, President and Chief Executive Officer