Item 1.01 Entry into a Material Definitive Agreement.

On June 1, 2009, SARS Corporation ("SARS") executed an asset assignment agreement (the "Agreement") with The Clarence Group, LLC of St. Louis, Missouri ("Clarence") wherein SARS will assign certain assets including primary monitoring assets and associated customer contacts to Clarence. The Agreement is scheduled to close on or prior to June 10, 2009 (the "Closing"). As of the date of the Closing, all UK and U.S. based mobile asset tracking owned and managed by SARS will be owned, operated and controlled by Clarence. In exchange for the assignment of the assets pursuant to the Agreement, Clarence has agreed to reduce the secured note (the "Note") payable from SARS to Clarence. The Note will be reduced from $1,126,256.45 to $275,000. Additionally, Clarence has agreed to release its security interest from the Note.