SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 21st, 2007 • TXCO Resources Inc • Crude petroleum & natural gas • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 20, 2007, by and among TXCO Resources Inc., a Delaware corporation, with headquarters located at 777 E. Sonterra Blvd., Suite 350, San Antonio, Texas 78258 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 21st, 2007 • TXCO Resources Inc • Crude petroleum & natural gas • New York
Under the securities laws of some states, the shares of Common Stock may be sold in such states only through registered or licensed brokers or dealers. In addition, in some states the shares of Common Stock may not be sold unless such shares have been registered or qualified for sale in such state or an exemption from registration or qualification is available and is complied with.
To: TXCO Resources, Inc. San Antonio, TX 78258 Attention: James E. Sigmon, President From: Capital Ventures International By: Heights Capital Management, Inc., Its Authorized Agent San Francisco, CA 94111 Attention: Martin KobingerLower Call Option Transaction • November 21st, 2007 • TXCO Resources Inc • Crude petroleum & natural gas • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Capital Ventures International (“Party A”) and TXCO Resources, Inc. (“Party B”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
