0001104659-06-061215 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • New York

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchasers (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Nevada

This Securities Purchase Agreement (this “Agreement”), dated July 11, 2006, among Nova Oil, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages and the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).

NOVA OIL, INC. WARRANT
Warrant Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas

This Warrant is one of a series of warrants issued pursuant to that certain Securities Purchase Agreement of even date herewith to which the Company and the original Holder are parties (the “Purchase Agreement”).

EMPLOYMENT AGREEMENT Leon van Kraayenburg
Employment Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Texas

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of May 1, 2006, by and among NOVA ENERGY HOLDINGS, INC., a Nevada corporation (the “Company”), and Leon van Kraayenburg, an individual residing in Houston, Texas (“Partner”).

BIODIESEL SALE AND PURCHASE AGREEMENT
Biodiesel Sale and Purchase Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Oklahoma

This Biodiesel Sale and Purchase Agreement (“Agreement”) dated as of the 26 day of July, 2006, is by and between NOVA BIOFUELS OKLAHOMA LLC, a Delaware Limited Liability Company having its offices at 2777 Allen Parkway, Suite 800, Houston, TX 77019 (hereinafter referred to as “Seller”) and CONAGRA TRADE GROUP, INC. a Delaware corporation having its offices at Eleven ConAgra Drive, Omaha, Nebraska (hereinafter referred to as “Purchaser”) (each of Seller and Purchaser is a “Party” and together they are collectively referred to as the “Parties”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Delaware

This Subscription Agreement (this “Agreement”) is made on [June 23], 2006 by and between KBI ENERGY LLC, a ILLINOIS corporation (the “Purchaser”), and Nova Holdings Seneca LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined in this Agreement shall have the meaning set forth in the Limited Liability Company Agreement of the Company (as amended from time to time, the “LLC Agreement”).

MASTER NETTING, SETOFF, CREDIT AND SECURITY AGREEMENT BETWEEN NOVA BIOFUELS OKLAHOMA LLC AND CONAGRA TRADE GROUP, INC.
Master Netting, Setoff, Credit and Security Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Oklahoma

THIS MASTER NETTING, SETOFF, CREDIT AND SECURITY AGREEMENT (the “Master Agreement”) is made effective as of July 26, 2006, by and between NOVA BIOFUELS OKLAHOMA LLC, a Delaware limited liability company (“Nova”), and CONAGRA TRADE GROUP, INC., a Delaware corporation (“CTG”).

FEEDSTOCK AGREEMENT
Feedstock Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Illinois

This Feedstock Agreement (the “Agreement”) is made effective as of June 26, 2006 (the “Effective Date”), by and between NOVA BIOFUELS SENECA, LLC, a Delaware Limited Liability Company having its offices at 2777 Allen Parkway, Suite 800, Houston, TX 77019, (“Buyer”), and LIPID LOGISTICS, LLC an Illinois Limited Liability Company, (“LIPID”) (each of Buyer and LIPID is a “Party” and together they are collectively referred to as the “Parties”).

FEEDSTOCK AGREEMENT
Feedstock Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Nebraska

This Feedstock Agreement (the “Agreement”) is dated as of the 26 day of July, 2006, by and between NOVA BIOFUELS OKLAHOMA LLC, a Delaware Limited Liability Company having its offices at 2777 Allen Parkway, Suite 800, Houston, TX 77019, (“Buyer”), and CONAGRA TRADE GROUP, INC., a Delaware corporation having its offices at Eleven ConAgra Drive, Omaha, Nebraska (“CTG”) (each of Buyer and CTG is a “Party” and together they are collectively referred to as the “Parties”).

PURCHASE AND SALE AGREEMENT by and between NOVA BIOFUELS SENECA, LLC (“PURCHASER”) AND L&L PROPERTIES LLC AND SHIPYARD INDUSTRIAL PARK, INC (together, “SELLER”) for the premises commonly known as LOT 1, SHIPYARD INDUSTRIAL PARK, SENECA, IL
Purchase and Sale Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Illinois

THIS AGREEMENT made as of June 23rd, 2006 by and between Nova Biofuels Seneca, LLC, a Delaware limited liability company (“Purchaser”), and L&L Properties LLC, an Illinois limited liability company (“L&L”), and Shipyard Industrial Park, Inc, an Illinois corporation (“SIP” and together with L&L, Seller”):

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