0001013762-08-002177 Sample Contracts

COMMON STOCK PURCHASE WARRANT BONANZA OIL & GAS, INC.
Bonanza Oil & Gas, Inc. • October 14th, 2008 • Crude petroleum & natural gas

THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bonanza Oil & Gas, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENT AND NOTE DATED AUGUST 28, 2008
Securities Purchase Agreement • October 14th, 2008 • Bonanza Oil & Gas, Inc. • Crude petroleum & natural gas

This Amendment No . 1 to the SECURITIES PURCHASE AGREEMENT (the “SPA”) and the Note (the “Note”), dated as of August 28, 2008, is hereby entered as of October 9, 2008, by and among Bonanza Oil & Gas, Inc., a Nevada corporation, with headquarters located at 3000 Richmond Avenue, Suite 400, Houston Texas 77098 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

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