0001144204-08-052170 Sample Contracts

WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • September 10th, 2008 • Pure Biofuels Corp • Industrial organic chemicals

WARRANT EXCHANGE AGREEMENT, dated as of September 8, 2008 (this “Agreement”), by and between PURE BIOFUELS CORP., a Nevada corporation (the “Company”), and YA Global Investments, L.P. (formerly known as Cornell Capital Partners, L.P.) (“PURCHASER”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Securities Purchase Agreement, dated as of April 19, 2007 (the “Purchase Agreement”), by and between the Company and the Buyers listed on Schedule I thereto.

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