0001199835-14-000317 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 17th, 2014 • Torchlight Energy Resources Inc • Crude petroleum & natural gas • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of _________, 2014, by and among Torchlight Energy Resources, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 17th, 2014 • Torchlight Energy Resources Inc • Crude petroleum & natural gas

This Registration Rights Agreement (this “Agreement”) is made and entered into as of ______________, 2014, by and among Torchlight Energy Resources, Inc., a Nevada corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).

COULTER LIMITED PARTICIPATION AGREEMENT
Coulter Limited Participation Agreement • June 17th, 2014 • Torchlight Energy Resources Inc • Crude petroleum & natural gas • Texas

This Coulter Limited Participation Agreement ("Agreement") is made and entered into as of January 10th, 2012, by and between La Sal Energy, LLC, a Texas limited liability company ("La Sal"), and Torchlight Energy Resources, Inc., a Nevada corporation ("Torchlight"). La Sal and Torchlight are hereinafter referred to collectively as "Parties" and individually as a "Party".

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