Knight Energy Corp. Sample Contracts

STOCK PURCHASE AGREEMENT BY AND BETWEEN BRIGHTON OPPORTUNITY FUND, L.P.
Stock Purchase Agreement • March 15th, 2002 • Integrated Technology Group • Greeting cards • California
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MRC STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • April 16th, 2002 • Integrated Technology Group • Greeting cards • California
Exhibit 6.01
Broker Agreement • January 6th, 1999 • Living Card Co Inc • Greeting cards
RECITALS
Waiver and Release • July 13th, 2007 • Knight Energy Corp. • Crude petroleum & natural gas • Texas
AGREEMENT
Secured Convertible Debenture Purchase Agreement • March 15th, 2002 • Integrated Technology Group • Greeting cards • California
EMPLOYMENT AGREEMENT
Employment Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • Texas

This Agreement, dated as of October 1, 2006 is by and between Knight Energy Corp., a Delaware corporation (“Employer”), and Bruce A. Hall (“Employee”)

STOCK EXCHANGE AGREEMENT BY AND AMONG INTEGRATED TECHNOLOGY GROUP, A NEVADA CORPORATION, AND KNIGHT ENERGY CORPORATION, A DELAWARE CORPORATION
Stock Exchange Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • Delaware

THIS STOCK EXCHANGE AGREEMENT (the “Agreement”) is dated as of June ___, 2006, by and among Integrated Technology Group, a Nevada corporation (“ITG”), Knight Energy Corporation, a Delaware corporation (“Knight”), and each of the stockholders of Knight who have executed this Agreement (the “Knight Shareholders”). ITG and Knight are referred to collectively herein as the “Parties.”

Crescent Fund LLC Consulting Agreement
Crescent Fund LLC Consulting Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • New York

This Agreement made this September 24, 2006, by and between Crescent Fund, LLC., a Delaware Limited Liability Company, whose address is The Trump Building, 40 Wall Street, 61st Floor, New York, NY 10005, hereinafter referred to as “CRESCENT” or “Consultant” and Knight Energy Corp.,a Delaware corporation, its agents, successors or assigns, hereinafter referred to as “KNIGHT” OR “Client”, whose address is 400 Hampton View Ct., Alpharetta, GA 30004. Tel: 700.331.4400

STOCK PURCHASE AGREEMENT By and Among KNIGHT ENERGY CORP. and THE SHAREHOLDERS OF CHARLES HILL DRILLING, INC. Dated as of March 16, 2006
Stock Purchase Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • Texas

This Stock Purchase Agreement (this “Agreement”) is entered into as of March 16, 2006 by and among Knight Energy Corp., a Delaware corporation (“Buyer”), and Charles L. Hill and Paul J. Myer (each an “Owner” and collectively, the “Owners”).

AMENDMENT TO SECURITY AGREEMENT
Security Agreement • July 9th, 2008 • Knight Energy Corp. • Crude petroleum & natural gas

This Amendment to Security Agreement (the “Amendment”) is made and entered into on July 3, 2008, by and between Knight Energy Corp., a Maryland corporation (“Debtor”), and HD Special-Situations, LP (the “Secured Party”).

MODIFICATION OF LIEN DOCUMENTS
Knight Energy Corp. • July 9th, 2008 • Crude petroleum & natural gas

This instrument is executed as of July 3, 2008, by CHARLES HILL DRILLING, INC. (a/k/a Charles L. Hill Drilling, Inc.), a Nevada corporation (“Grantor”), 2930 Chesire Way, Grand Prairie, Texas 75052, and HD SPECIAL-SITUATIONS, LP (“Lender”), whose address is 425 California Street, Suite 1200, San Francisco, California 94104, for the purpose of modifying certain liens and security interests to secure payment of the indebtedness owing to Lender under the Second Note Purchase Agreement (defined below).

Exhibit 6.03
Broker Agreement • January 6th, 1999 • Living Card Co Inc • Greeting cards
ESCROW AGREEMENT
Escrow Agreement • July 9th, 2008 • Knight Energy Corp. • Crude petroleum & natural gas • California

This Escrow Agreement (the “Agreement”) is made and entered into on July 3, 2008, by and among Knight Energy Corp., a Maryland corporation (the “Company”),and HD Special-Situations, LP (the “Lender”), and David S. Hamilton, a duly licensed attorney who practices law in the State of California, as escrow agent (the “Escrow Agent”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 10th, 2008 • Knight Energy Corp. • Crude petroleum & natural gas • Texas

This ASSET PURCHASE AGREEMENT (the “Agreement”) is made July 8, 2008 (the “Effective Date”) by and between CHARLES HILL DRILLING, INC. (“Buyer”) and SEQUOIA FOSSIL FUELS, INC. (“Seller”). Buyer and Seller may be referred to herein individually as “Party” or collectively as “Parties”.

Nortia Capital Partners, Inc. 400 Hampton View Ct. Alpharetta, GA 30004 770-777-6795 770-777-6799 (Fax) www.nortiacapital.com PRIVILEGED AND CONFIDENTIAL TRANSACTION AGREEMENT
Transaction Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards

This transaction agreement (“Agreement”), entered into on the day of , 2006 sets forth the terms and conditions of the Transaction Agreement by and between:

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NOTE PURCHASE AGREEMENT
Note Purchase Agreement • July 9th, 2008 • Knight Energy Corp. • Crude petroleum & natural gas • California

This Note Purchase Agreement (the “Agreement”) is made and entered into on July 3, 2008, by and between Knight Energy Corp., a Maryland corporation, with its principal place of business located at 909 Lake Carolyn Parkway, Suite 850, Irving, Texas 75039 (the “Company”), and the party listed on the attached “Schedule of Lenders” (the “Lender”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • Texas

This Agreement, dated as of October 1, 2006 is by and between Knight Energy Corp., a Delaware corporation (“Employer”), and William J. Bosso (“Employee”).

AMENDMENT TO CORPORATE GUARANTY
Corporate Guaranty • July 9th, 2008 • Knight Energy Corp. • Crude petroleum & natural gas

This Amendment to Corporate Guaranty (the “Subsidiary Amendment”) is made and entered into on July 3, 2008, by and between Charles Hill Drilling, Inc. (the “Guarantor”) and HD Special-Situations, LP (the “Lender”).

Crescent Fund LLC Consulting Agreement
Crescent Fund LLC Consulting Agreement • February 12th, 2007 • Knight Energy Corp. • Greeting cards • New York

This Agreement made this September 24, 2006 by and between Crescent Fund, LLC., a Delaware Limited Liability Company, whose address is The Trump Building, 40 Wall Street, 61st Floor, New York, NY 10005, hereinafter referred to as “CRESCENT” or “Consultant” and Knight Energy Corp., a Delaware corporation, its agents, successors or assigns, hereinafter referred to as “KNIGHT” OR “Client”, whose address is 400 Hampton View Ct., Alpharetta, GA 30004 Tel: 770.777.6795

Exhibit 4 SUBSCRIPTION AGREEMENT OF THE LIVING CARD COMPANY
Living Card Co Inc • September 9th, 1998
Contract between Com-Advice AG, GrabenstraBe 25, CH-6340 Baar and company
Knight Energy Corp. • July 13th, 2007 • Crude petroleum & natural gas
Nortia Capital Partners, Inc. 400 Hampton View Ct. Alpharetta, GA 30004 770-777-6795 770-777-6799 (Fax) www.nortiacapital.com
Transaction Agreement • July 19th, 2007 • Knight Energy Corp. • Crude petroleum & natural gas • Texas
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