0000897423-15-000027 Sample Contracts

TORCHLIGHT ENERGY Letter Agreement
Option Agreement • May 27th, 2015 • McCabe Greg • Crude petroleum & natural gas

Let this letter serve as our understanding on the extension you granted us for the Orogrande drilling program on the Rich A-1 well. We have agreed to give you an option purchase 631,250 shares for a total purchase price of $225,000, in exchange for the ten day extension.

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TORCHLIGHT ENERGY RESOURCES, INC. (A Nevada Corporation) ACCREDITED INVESTOR ONLY SUBSCRIPTION AGREEMENT
Subscription Agreement • May 27th, 2015 • McCabe Greg • Crude petroleum & natural gas • Texas

The undersigned, Greg McCabe, an individual whose address is P.O. Box 11188, Midland, TX 79702 (the “Subscriber”), understands that Torchlight Energy Resources, Inc., a Nevada corporation (the “Company”) is offering for sale to the undersigned 2.8 M shares of its common stock, par value $0.001 per share (the “Common Stock”). The Subscriber acknowledges and understands that the offering of the Common Stock (the “Offering”) is being made without registration of the Common Stock under the Securities Act of 1933, as amended (the “Act”), or any securities “blue sky” or other similar laws of any state.

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