Common use of AGREEMENT TO PURCHASE SECURITIES Clause in Contracts

AGREEMENT TO PURCHASE SECURITIES. On the terms and subject to the conditions set forth in this Agreement, the Purchaser hereby agrees to purchase from the Issuer a warrant to purchase 250,000 shares of the Issuer's common stock in the form attached hereto as Exhibit A (the "Warrant") for an aggregate purchase price of $10.00 and other good and valuable consideration, receipt of which is hereby acknowledged by the Issuer. The shares of Issuer's common stock that may be issued upon exercise of the Warrant are referred to herein as the "Warrant Shares" and the Warrant and the Warrant Shares are collectively referred to herein as the "Securities". The foregoing purchase and payment of the Purchase Price shall occur concurrently with (i) the issuance of Issuer's common stock upon the exercise of options to purchase up to 2,500,000 shares of Issuer's common stock issued to the Purchaser, (ii) the issuance of Issuer's Series A Preferred Stock and warrants to purchase 500,000 shares of Issuer's common stock issued to Trust Company of the West, in its capacity as Investment Manager and Custodian, (iii) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Fairfield Industries Incorporated, (iv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Juneau Exploration Company, LLC and (v) the execution and delivery of the limited liability company organization documents for Republic Exploration LLC on terms approved by the Purchaser.

AGREEMENT TO PURCHASE SECURITIES. On the terms and subject to the conditions set forth in this Agreement, the Purchaser hereby agrees to purchase from the Issuer a warrant 2,500 shares of the Issuer's Series A Convertible Preferred Stock, $.04 per share par value (the "Preferred Shares") and warrants to purchase 250,000 500,000 shares of the Issuer's common stock in the form attached hereto as Exhibit A (the "Warrant") for an aggregate purchase price of $10.00 and other good and valuable consideration2,500,000 (the "Purchase Price"), receipt payable by wire transfer to the account of which is hereby acknowledged by the Issuer. The shares of Issuer's common stock that may be issued upon conversion of the Preferred Shares as contemplated by the Designation Certificate (as defined below) are referred to herein as the "Converted Shares", the shares of Issuer's common stock that may be issued upon exercise of the Warrant are referred to herein as the "Warrant Shares" and the Warrant Preferred Shares, the Warrant, the Converted Shares and the Warrant Shares are collectively referred to herein as the "Securities"). The foregoing purchase and payment of the Purchase Price shall occur concurrently with (i) the issuance of Issuer's common stock upon the exercise of options to purchase up to 2,500,000 shares of Issuer's common stock issued to the PurchaserSouthern Ute Indian Tribe, (ii) the issuance of Issuer's Series A Preferred Stock and warrants to purchase 500,000 250,000 shares of Issuer's common stock issued to Trust Company of the West, in its capacity as Investment Manager and CustodianSouthern Ute Indian Tribe, (iii) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Juneau Exploration Company, LLC, (iv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Fairfield Industries Incorporated, (iv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Juneau Exploration Company, LLC and (v) the execution and delivery of the limited liability company organization documents for Republic Exploration LLC on terms approved by the Purchaser.

AGREEMENT TO PURCHASE SECURITIES. On the terms and subject to the conditions set forth in this Agreement, the Purchaser hereby agrees to purchase from the Issuer a warrant to purchase 250,000 125,000 shares of the Issuer's common stock in the form attached hereto as Exhibit A (the "Warrant") for an aggregate purchase price of $10.00 and other good and valuable considerationconsideration (including, without limitation, as an inducement to the Purchaser to agree to the Issuer's wholly-owned subsidiary's becoming a member of Republic Exploration LLC, a Delaware limited liability company, and in consideration thereof and for other considerations granted to the Issuer and its said subsidiary), receipt of which is hereby acknowledged by the Issuer. The shares of Issuer's common stock that may be issued upon exercise of the Warrant are referred to herein as the "Warrant Shares" and the Warrant and the Warrant Shares are collectively referred to herein as the "Securities". The foregoing purchase and payment of the Purchase Price shall occur concurrently with (i) the issuance of Issuer's common stock upon the exercise of options to purchase up to 2,500,000 shares of Issuer's common stock issued to the PurchaserSouthern Ute Indian Tribe, (ii) the issuance of warrants to purchase 250,000 shares of Issuer's common stock issued to the Southern Ute Indian Tribe, (iii) the issuance of Issuer's Series A Preferred Stock and warrants to purchase 500,000 shares of Issuer's common stock issued to Trust Company of the West, in its capacity as Investment Manager and Custodian, (iii) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Fairfield Industries Incorporated, (iv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Juneau Exploration Company, LLC LLC, and (v) the execution and delivery of the limited liability company organization documents for Republic Exploration LLC on terms approved by the Purchaser.

AGREEMENT TO PURCHASE SECURITIES. On the terms and subject to the conditions set forth in this Agreement, the Purchaser hereby agrees to purchase from the Issuer a warrant to purchase 250,000 125,000 shares of the Issuer's common stock in the form attached hereto as Exhibit A (the "Warrant") for an aggregate purchase price of $10.00 and other good and valuable considerationconsideration (including, without limitation, as an inducement to the Purchaser to agree to the Issuer's wholly-owned subsidiary's becoming a member of Republic Exploration LLC, a Delaware limited liability company, and in consideration thereof and for other considerations granted to the Issuer and its said subsidiary), receipt of which is hereby acknowledged by the Issuer. The shares of Issuer's common stock that may be issued upon exercise of the Warrant are referred to herein as the "Warrant Shares" and the Warrant and the Warrant Shares are collectively referred to herein as the "Securities". The foregoing purchase and payment of the Purchase Price shall occur concurrently with (i) the issuance of Issuer's common stock upon the exercise of options to purchase up to 2,500,000 shares of Issuer's common stock issued to the PurchaserSouthern Ute Indian Tribe, (ii) the issuance of warrants to purchase 250,000 shares of Issuer's common stock issued to the Southern Ute Indian Tribe, (iii) the issuance of Issuer's Series A Preferred Stock and warrants to purchase 500,000 shares of Issuer's common stock issued to Trust Company of the West, in its capacity as Investment Manager and Custodian, (iiiiv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Fairfield Industries Incorporated, (iv) the issuance of warrants to purchase 125,000 shares of Issuer's common stock issued to Juneau Exploration Company, LLC and (v) the execution and delivery of the limited liability company organization documents for Republic Exploration LLC on terms approved by the Purchaser.