0001104659-07-004619 Sample Contracts

REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN AND THE BANK OF NEW YORK TRUST COMPANY, N.A., AS TRUSTEE OF MV OIL TRUST DATED AS OF JANUARY 24, 2007
Registration Rights Agreement • January 25th, 2007 • MV Oil Trust • Crude petroleum & natural gas • Delaware

REGISTRATION RIGHTS AGREEMENT (the “Agreement”) dated as of January 24, 2007 by and between MV Partners, LLC, a limited liability company formed under the laws of the State of Kansas (the “Company”), and The Bank of New York Trust Company, N.A., in its capacity as trustee of MV Oil Trust (the “Trustee”), a statutory trust formed under the laws of the State of Delaware (the “Trust”). Unless expressly stated otherwise in this Agreement, as used in this Agreement, references to the “Trustee” mean the Trustee as trustee of the Trust and not in its individual capacity.

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AMENDED AND RESTATED TRUST AGREEMENT OF Among and THE BANK OF NEW YORK TRUST COMPANY, NATIONAL ASSOCIATION and WILMINGTON TRUST COMPANY
Trust Agreement • January 25th, 2007 • MV Oil Trust • Crude petroleum & natural gas • Delaware
Administrative Services Agreement
Administrative Services Agreement • January 25th, 2007 • MV Oil Trust • Crude petroleum & natural gas • Kansas

This ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”) is dated as of January 24, 2007 by and between MV Partners, LLC, a limited liability company formed under the laws of the State of Kansas (the “Company”), and The Bank of New York Trust Company, N.A., in its capacity as trustee of MV Oil Trust (the “Trustee”), a statutory trust formed under the laws of the State of Delaware (the “Trust”).

ASSIGNMENT OF HEDGE PROCEEDS
Assignment of Hedge Proceeds • January 25th, 2007 • MV Oil Trust • Crude petroleum & natural gas

This Assignment of Hedge Proceeds (this “Assignment”) dated as of January 24, 2007 is between MV Partners, LLC, a Kansas limited liability company (successor by conversion to MV Partners, LP, a Kansas limited partnership) (“Assignor”) and The Bank of New York Trust Company, N.A., acting not in its individual capacity but solely as trustee of the MV Oil Trust, a Delaware statutory trust (“Assignee”). This Assignment is entered into in connection with the execution and delivery by the Assignor to the Assignee of that certain Conveyance of Net Profits Interest dated of even date herewith (the “Conveyance”). Capitalized terms used but not defined in this Assignment shall have the meaning given to such term in the Conveyance.

7,500,000 Trust Units MV OIL TRUST UNDERWRITING AGREEMENT
Underwriting Agreement • January 25th, 2007 • MV Oil Trust • Crude petroleum & natural gas • Florida
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