0000950134-08-020390 Sample Contracts

At Market Issuance Sales Agreement
GreenHunter Energy, Inc. • November 13th, 2008 • Industrial organic chemicals • New York

GreenHunter Energy, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Wm Smith & Co. (“Wm Smith”), as follows:

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SUBORDINATED INDENTURE DATED AS OF , 20 BETWEEN GREENHUNTER ENERGY, INC. as Issuer, AND [TRUSTEE] as Trustee Providing for Issuance of Debt Securities in Series
Subordinated Indenture • November 13th, 2008 • GreenHunter Energy, Inc. • Industrial organic chemicals • New York

THIS SUBORDINATED INDENTURE, dated as of ______, 20___(the “Indenture”) between GreenHunter Energy, Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 1048 Texan Trail, Grapevine, Texas 76051), and [TRUSTEE], as trustee (herein called the “Trustee”).

INDENTURE DATED AS OF , 20 BETWEEN GREENHUNTER ENERGY, INC. as Issuer, AND [TRUSTEE] as Trustee Providing for Issuance of Debt Securities in Series
Indenture • November 13th, 2008 • GreenHunter Energy, Inc. • Industrial organic chemicals • New York

THIS INDENTURE, dated as of , 20 (the “Indenture”) between GreenHunter Energy, Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 1048 Texan Trail, Grapevine, Texas 76051), and [TRUSTEE], as trustee (herein called the “Trustee”).

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