0000892569-09-000007 Sample Contracts

Contract
Subordinated Promissory Note • January 7th, 2009 • United Fuel & Energy Corp • Retail-nonstore retailers • Texas

THIS SUBORDINATED PROMISSORY NOTE IS SUBJECT TO THE TERMS OF THAT CERTAIN SUBORDINATION AGREEMENT AMONG PROPANE DIRECT ENTERPRISES, LLC, UNITED FUEL & ENERGY CORPORATION, AND CITIBANK, N.A., DATED ON THE DATE HEREOF, AS IT MAY BE MODIFIED, AMENDED, OR RESTATED (THE “SUBORDINATION AGREEMENT”). THIS CHATTEL PAPER IS SUBJECT TO A SECURITY INTEREST IN FAVOR OF THE CIT GROUP/BUSINESS CREDIT, INC., AS AGENT FOR ITSELF AND OTHER LENDERS. FURTHER ENCUMBRANCE OR ASSIGNMENT OF THIS CHATTEL PAPER VIOLATES THE RIGHTS OF THE CIT GROUP/BUSINESS CREDIT, INC. AND SUCH OTHER LENDERS.

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ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • January 7th, 2009 • United Fuel & Energy Corp • Retail-nonstore retailers • Texas

This Asset Purchase Agreement (this “Agreement”) is made and entered into this 31st day of December, 2008, between and among Propane Direct Enterprises, LLC, a Texas limited liability company (“Buyer”), and United Fuel & Energy Corporation, a Texas corporation (“Seller”).

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