Radial Energy, Inc. Sample Contracts

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EXHIBIT 10.1 CONFIDENTIAL PRIVATE PLACEMENT ______________________________ RADIAL ENERGY, INC. SUBSCRIPTION AGREEMENT ______________________
Subscription Agreement • August 17th, 2006 • Radial Energy, Inc. • In vitro & in vivo diagnostic substances • Nevada
AMENDMENT AGREEMENT
Amendment Agreement • November 14th, 2006 • Radial Energy, Inc. • Crude petroleum & natural gas
WITNESSETH:
Employment Agreement • August 17th, 2006 • Radial Energy, Inc. • In vitro & in vivo diagnostic substances • Texas
RECITALS:
Pledge and Escrow Agreement • April 2nd, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • New Jersey
EXHIBIT 10-4 [AIPN LOGO GOES HERE] MODEL FORM INTERNATIONAL OPERATING AGREEMENT
International Operating Agreement • August 17th, 2006 • Radial Energy, Inc. • In vitro & in vivo diagnostic substances
ASSIGNMENT AGREEMENT
Assignment Agreement • November 26th, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • Texas

NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the mutual covenants and provisos herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:

PURCHASE AGREEMENT
Purchase Agreement • May 31st, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas

WHEREAS the Seller desires to sell to the Buyer and the Buyer desires to purchase from the Seller Fifty Percent (50%) of the Seller’s right, title and interest in and to its share of the Net Production Revenue generated from the Peruvian Huaya Anticline Project, Block 100, oil prospect located in Loreto Department, Peru, Ucayali Basin (hereinafter referred to as the “Assets”), subject to the terms and conditions set forth in this Purchase and Sale Agreement (the “Agreement”).

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • June 15th, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • Nevada

This Note Purchase Agreement, dated as of June 11, 2007, (this “Agreement”) is entered into by and among Radial Energy Inc., a Nevada corporation (the “Company”), and Coach Capital LLC (“Investor”). This Agreement amends and restates in full that certain Loan Agreement, dated as of May 24, 2007, by and between the Company and Investor (the “Prior Loan Agreement”), effective upon the execution of this Agreement by the parties hereto.

LETTER OF INTENT
Letter of Intent • September 13th, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • Washington

THIS LETTER OF INTENT, hereinafter referred to as the “LOI”, is entered into, dated and made effective this 7th day of September, 2007,

TERMINATION AGREEMENT
Termination Agreement • June 15th, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • Nevada

This Termination Agreement (“Agreement”) is made as of June 11, 2007 by and between Radial Energy Inc., a Nevada corporation (the “Company”), and Coventry Capital LLC (“Coventry”). The Company and Coventry are referred to collectively herein as the “Parties.”

EXHIBIT 10.1 Translated into English from the executed Spanish document and filed pursuant to Rule 306 of Regulation S-T. LETTER OF INTENT Between the undersigned, ALEXANDER ARELLANO SUAREZ, identified as his signature appears below, doing business as...
Letter of Intent • November 14th, 2006 • Radial Energy, Inc. • Crude petroleum & natural gas

Between the undersigned, ALEXANDER ARELLANO SUAREZ, identified as his signature appears below, doing business as MAXIM WELL SERVICES LTDA, a legally formed partnership, principally domiciled in the city of Bogota, as stated in the annexed original certificate of existence and legal representation, issued by the Bogota Chamber of Commerce, dated one month prior to the execution of the present agreement, hereinafter the OPERATOR, on the one part, and, on the other part, RADIAL ENERGY INC, incorporated in Nevada, in the United States, represented by GREGORY LEIGH LYONS and OMAR HAYES, of legal age and identified as their respective signatures appear below, domiciled in Bellingham, Washington, United States, duly empowered to enter into and execute the present instrument, all of which is accredited by way of the annexed legal document, properly added and made an integral part of the present document, hereinafter the INVESTORS, having completed favorable negotiations to solidify the partici

MASTER SECURITIES AMENDMENT AGREEMENT
Master Securities Amendment Agreement • May 22nd, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • New Jersey

This MASTER SECURITIES AMENDMENT AGREEMENT (this “Amendment Agreement”), effective as of May 17, 2007 (the “Effective Date”), supplements and amends the transaction documents (collectively, the “Transaction Documents”) executed and delivered in connection with the private placement (the “October 2006 Private Placement”) by Radial Energy Inc., a Nevada corporation (the “Company”), of its secured convertible debentures and common stock purchase warrants to Cornell Capital Partners, LP (the “Buyer”), which securities were issued pursuant to the Securities Purchase Agreement dated October 2, 2006 by and between the Company and the Buyer (the “Purchase Agreement”). The Transaction Documents are supplemented, modified, and amended as set forth in this Amendment Agreement. Capitalized terms used and not defined in this Amendment Agreement shall have the respective meanings set forth in the Purchase Agreement.

LOAN AGREEMENT
Loan Agreement • May 31st, 2007 • Radial Energy, Inc. • Crude petroleum & natural gas • Nevada

This Agreement is governed by the laws of the State of Nevada and the parties attorn to the non-exclusive jurisdiction of the courts of Nevada for the resolution of all disputes under this Agreement.

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