0001144204-11-034480 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • June 7th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • California

This Consulting Agreement (the “Agreement”), dated this 1st day of June 2011, (the “Effective Date”) is by and between Colombia Clean Power & Fuels, Inc., a Nevada corporation (hereinafter referred to as the “Company”), and Daniel F. Carlson, an individual residing in the State of California (hereinafter referred to as the “Service Provider”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 7th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 1, 2011, between COLOMBIA CLEAN POWER & FUELS, INC., a corporation organized under the laws of Nevada (the “Company”), on the one hand, and the undersigned investors (the “Investors”), on the other hand.

SECURITIES PURCHASE AGREEMENT Dated as of June 1, 2011 among COLOMBIA CLEAN POWER & FUELS, INC. and THE PURCHASERS LISTED ON EXHIBITS A-1 and A-2
Securities Purchase Agreement • June 7th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June 1, 2011 by and among Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Company”), and each of the Purchasers of shares of Series A Convertible Preferred Stock of the Company whose names are set forth on Exhibit A-1 or Exhibit A-2 hereto (individually, a “Purchaser” and collectively, the “Purchasers”).

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