Rancher Energy Corp. Sample Contracts

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EXHIBIT 10.6 PURCHASE AND SALE AGREEMENT SALE OF CERTAIN PROPERTIES IN NATARONA COUNTY WYOMING
Purchase and Sale Agreement • March 13th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas • Wyoming
LETTER AGREEMENT
Letter Agreement • March 12th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas
AND
Share Exchange Agreement • February 25th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas • Colorado
EXHIBIT 10.7
Assignment and Bill of Sale • March 13th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas
ISDA Ò International Swap Dealers Association, Inc. MASTER AGREEMENT dated as of October 16, 2007
Isda Master Agreement • October 17th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas • New York

have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.

AMENDMENT TO SHARE PURCHASE AGREEMENT DATED MARCH 31, 2015
Share Purchase Agreement • April 15th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas
EMPLOYMENT AGREEMENT
Employment Agreement • August 7th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas • Colorado

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on August 3, 2007, by and between Richard E. Kurtenbach, an individual resident of Littleton, Colorado (the “Executive”), and Rancher Energy Corp., a Nevada corporation (the “Company”).

SECURITY AGREEMENT (All Personal Property)
Security Agreement • October 17th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas • Texas

THIS SECURITY AGREEMENT (as amended, restated, or supplemented from time to time, this “Security Agreement”) is made and entered into as of October 16, 2007 by RANCHER ENERGY CORP., a Nevada corporation, with an address at 999 18th Street, Suite 3400, Denver, Colorado 80202 (“Debtor”), in favor of GASROCK CAPITAL LLC, a Delaware limited liability company, with an address at 1301 McKinney Street, Suite 2800, Houston, Texas 77010 (“Secured Party”), for itself and BP CORPORATION NORTH AMERICA, an Indiana corporation (“Swap Counterparty”), as parties under that certain Intercreditor Agreement dated as of October 16, 2007 (as amended, restated, or supplemented from time to time, the “Intercreditor Agreement”).

SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE
Settlement Agreement • May 9th, 2014 • Rancher Energy Corp. • Crude petroleum & natural gas • Colorado

This Settlement Agreement and Mutual General Release (hereinafter, this “Agreement”) is made and entered into as of the 5th day of May 2014, by and between Rancher Energy Corp., a Nevada corporation (“Rancher”) and PetroShare Corp., a Colorado corporation (“PetroShare”). Rancher and PetroShare are referred to jointly herein as the “Parties” and individually as a “Party.”

LOAN AGREEMENT
Loan Agreement • June 30th, 2006 • Rancher Energy Corp. • Gold and silver ores • Nevada

ENEREX CAPITAL, CORP., a company incorporated under the laws of the Province of British Columbia, having an office at Suite 2410, 650 West Georgia Street, Vancouver, British Columbia, V6B 4N7

PROCEEDS ESCROW AGREEMENT
Proceeds Escrow Agreement • April 15th, 2005 • Metalex Resources Inc • Gold and silver ores

THIS AGREEMENT, made _______________, 2005, between, Allegro Escrow Services, Inc., 12423 East Broadway Avenue, Spokane, Washington 99216 hereinafter called "Escrow Agent;" Metalex Resources, Inc., a Nevada corporation, with principal offices at 1811 East 17th Avenue, Spokane, Washington 99203, hereinafter called the "Company"; and such other person, firms, or corporations as shall become parties hereto in the manner provided herein, hereinafter called the "Subscribers."

FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 25th, 2007 • Rancher Energy Corp. • Gold and silver ores

THIS FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT (the “First Amendment”) is made and entered into as of this 18th day of January, 2007, by and among Rancher Energy Corp., a Nevada corporation (the “Company”), and the undersigned Buyers.

RANCHER ENERGY CORP.
2006 Stock Incentive Plan • October 6th, 2006 • Rancher Energy Corp. • Gold and silver ores

This 2006 Stock Incentive Plan (the "Plan") is adopted in consideration for services rendered and to be rendered to Rancher Energy Corp.

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RANCHER ENERGY CORP. December 21, 2006
Lock-Up Agreement • December 27th, 2006 • Rancher Energy Corp. • Gold and silver ores • New York

This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the "Purchase Agreement"), dated as of December 21, 2006 by and among Rancher Energy Corp. (the "Company") and the investors party thereto (the "Buyers"), with respect to the issuance of (i) convertible notes of the Company (the "Notes") which Notes shall be convertible into the common stock, par value $0.00001 per share, of the Company (the "Common Stock") (ii) shares of Common Stock and (iii) warrants to acquire additional shares of Common Stock. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.

DENVER PLACE RANCHER ENERGY CORP. OFFICE LEASE
Office Lease • November 9th, 2006 • Rancher Energy Corp. • Gold and silver ores • Colorado

THIS OFFICE LEASE FACING PAGE, together with the General Lease Provisions and any Schedules or Riders and Lease Guaranties attached hereto, shall constitute the Lease between Tenant described below, as Tenant, and DENVER PLACE ASSOCIATES LIMITED PARTNERSHIP, a Delaware limited partnership, as Landlord, for the Leased Premises described below, made and entered into as of the Lease Date specified below.

SUBSCRIPTION AGREEMENT
Subscription Agreement • June 9th, 2004 • Metalex Resources Inc

Concurrent with execution of this Agreement, the undersigned (the "Purchaser") is purchasing __________________________________________________ (__________) shares of Common Stock of METALEX RESOURCES, INC. (the "Company") at a price of $0.10 per share (the "Subscription Price").

SECOND AMENDMENT TO TERM CREDIT AGREEMENT
Term Credit Agreement • April 30th, 2009 • Rancher Energy Corp. • Crude petroleum & natural gas

THIS SECOND AMENDMENT TO TERM CREDIT AGREEMENT (this “Second Amendment”) is entered into effective as the Second Amendment Closing Date (as defined below) between RANCHER ENERGY CORP., a Nevada corporation (“Borrower”), and GASROCK CAPITAL LLC, a Delaware limited liability company (“Lender”). Capitalized terms used but not defined in this Second Amendment have the meaning given them in the Credit Agreement (as defined below).

EIGHTH AMENDMENT TO TERM CREDIT AGREEMENT
Term Credit Agreement • June 5th, 2009 • Rancher Energy Corp. • Crude petroleum & natural gas

THIS EIGHTH AMENDMENT TO TERM CREDIT AGREEMENT (this “Eighth Amendment”) is entered into effective as the Eighth Amendment Closing Date (as defined below) between RANCHER ENERGY CORP., a Nevada corporation (“Borrower”), and GASROCK CAPITAL LLC, a Delaware limited liability company (“Lender”). Capitalized terms used but not defined in this Eighth Amendment have the meaning given them in the Credit Agreement (as defined below).

NON-QUALIFIED STOCK OPTION AGREEMENT
Stock Option Agreement • December 9th, 2013 • Rancher Energy Corp. • Crude petroleum & natural gas

THIS NON-QUALIFIED STOCK OPTION AGREEMENT is made as of the 3rd day of December, 2013 between Rancher Energy Corp., a Nevada corporation (the “Corporation”), and ______________ (the “Optionee”).

EXPLORATION AND DEVELOPMENT AGREEMENT
Exploration and Development Agreement • June 30th, 2006 • Rancher Energy Corp. • Gold and silver ores
RESTRICTED ACCOUNT AND SECURITIES ACCOUNT CONTROL AGREEMENT (Access Restricted after Instructions)
Restricted Account and Securities Account Control Agreement • October 17th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas • Texas

This Restricted Account and Securities Account Control Agreement (this “Agreement”), dated as of the date specified on the initial signature page of this Agreement, is entered into by and among Rancher Energy Corporation (“Company”), GasRock Capital, LLC (“Secured Party”) and Wells Fargo Bank, National Association (“Bank”), and sets forth the rights of Secured Party and the obligations of Bank with respect to the deposit accounts of Company at Bank identified at the end of this Agreement as the Restricted Accounts (each hereinafter referred to individually as a “Restricted Account” and collectively as the “Restricted Accounts”) and each securities account of Company at Bank linked to any Restricted Account by a sweep mechanism, provided that such securities account either (i) bears an account number identical to the linked Restricted Account or (ii) is separately identified by number at the end of this Agreement as a Securities Account (each hereinafter referred to individually as a “S

AGREEMENT AND PLAN OF MERGER
Merger Agreement • July 16th, 2015 • T-Rex Oil, Inc. • Crude petroleum & natural gas • Colorado

This Agreement and Plan of Merger ("Agreement") is made and entered into as of December 22, 2014 (the "Effective Date"), by and among T-Rex Oil, Inc., a Colorado corporation, with its principal office at 7609 Ralston Road, Arvada, CO 80002 ("TRXO"), Terex Energy Corp., a Colorado corporation ("TEREX"), and Terex Acquisition Corp., a newly-formed wholly-owned subsidiary of TRXO, domiciled in Colorado ("Acquisition Sub"). Each of TRXO, TEREX and Acquisition Sub is referred to herein individually as a "Party," or collectively as the "Parties."

FIRST AMENDMENT TO LEASE
Lease • March 20th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas • Colorado

THIS FIRST AMENDMENT TO LEASE ("First Amendment") is made and entered into as of this 6th day of March, 2007, by and between DENVER PLACE ASSOCIATES LIMITED PARTNERSHIP, a Delaware limited partnership (hereinafter called "Landlord") and RANCHER ENERGY CORP., a Nevada corporation (hereinafter called "Tenant").

FIFTH AMENDMENT TO TERM CREDIT AGREEMENT
Term Credit Agreement • May 20th, 2009 • Rancher Energy Corp. • Crude petroleum & natural gas

THIS FIFTH AMENDMENT TO TERM CREDIT AGREEMENT (this “Fifth Amendment”) is entered into effective as the Fifth Amendment Closing Date (as defined below) between RANCHER ENERGY CORP., a Nevada corporation (“Borrower”), and GASROCK CAPITAL LLC, a Delaware limited liability company (“Lender”). Capitalized terms used but not defined in this Fifth Amendment have the meaning given them in the Credit Agreement (as defined below).

INTERCREDITOR AGREEMENT
Intercreditor Agreement • October 17th, 2007 • Rancher Energy Corp. • Crude petroleum & natural gas

THIS INTERCREDITOR AGREEMENT (this “Agreement”) is dated effective as of October 16, 2007, among BP CORPORATION NORTH AMERICA, INC., an Indiana corporation (“Swap Counterparty”), RANCHER ENERGY CORP., a Nevada corporation (“Borrower”), and GASROCK CAPITAL LLC, a Delaware limited liability company (“GasRock”).

PURCHASE AND SALE AGREEMENT BETWEEN WYOMING MINERAL EXPLORATION, LLC AS SELLER AND RANCHER ENERGY CORP. AS BUYER
Purchase and Sale Agreement • August 22nd, 2006 • Rancher Energy Corp. • Gold and silver ores • Wyoming

This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 10th day of August 2006, by and between Wyoming Mineral Exploration, LLC, a Wyoming limited liability company (the “Seller”), and Rancher Energy Corp., a Nevada corporation (the “Buyer”). Buyer and Seller are collectively referred to herein as the “Parties”, and are sometimes referred to individually as a “Party.”

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