0000950134-08-015637 Sample Contracts

RECITALS
Registration Rights Agreement • August 22nd, 2008 • Alon Israel Oil Company, Ltd. • Crude petroleum & natural gas • Delaware
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STOCKHOLDERS AGREEMENT
Stockholders Agreement • August 22nd, 2008 • Alon Israel Oil Company, Ltd. • Crude petroleum & natural gas • Texas

THIS STOCKHOLDERS AGREEMENT (the “Agreement”) is made as of the 3rd day of July, 2008 (the “Effective Date”), by and between Alon USA Energy, Inc., a Delaware corporation (“Alon USA”), Alon Refining Louisiana, Inc., a Delaware corporation (the “Company”), Alon Louisiana Holdings, Inc., a Delaware corporation (“Alon LA”), Alon Israel Oil Company, Ltd., an Israeli limited liability company (“Alon Israel” and, together with Alon LA, the “Stockholders”), and any other stockholder who from time to time becomes party to this Agreement by execution of a joinder agreement in form and substance reasonably acceptable to the Stockholders.

SERIES A PREFERRED STOCK PURCHASE AGREEMENT
Series a Preferred Stock Purchase Agreement • August 22nd, 2008 • Alon Israel Oil Company, Ltd. • Crude petroleum & natural gas • Texas

THIS SERIES A PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of the 3rd day of July, 2008 (the “Initial Closing Date”) by and between Alon Refining Louisiana, Inc., a Delaware corporation (the “Company”), and Alon Israel Oil Company, Ltd., an Israeli limited liability company (the “Purchaser”).

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