0001017951-06-000151 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • April 27th, 2006 • KFX Inc • Industrial organic chemicals • Ohio

THIS SHARE PURCHASE AGREEMENT (“Agreement”) is entered into as of March 6, 2006, among KFx Inc., a Delaware corporation (“Buyer”), New Meadville Forging, Inc., a Delaware corporation (“Seller”), and Keller Group, Inc., an Illinois corporation (“Keller”).

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FIRST AMENDMENT TO SHARE PURCHASE AGREEMENT
Share Purchase Agreement • April 27th, 2006 • KFX Inc • Industrial organic chemicals • Ohio

THIS FIRST AMENDMENT TO SHARE PURCHASE AGREEMENT (the “First Amendment”) is made this 3rd day of April 2006, among KFx Inc. a Delaware corporation (“Buyer”), New Meadville Forging, Inc., a Delaware corporation (“Seller”), and Keller Group, Inc., an Illinois corporation (“Keller”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 27th, 2006 • KFX Inc • Industrial organic chemicals • Ohio

This REGISTRATION RIGHTS AGREEMENT, dated as of April 3, 2006 (this "Agreement"), is made and entered into by and between KFx Inc., a Delaware corporation (the "Company"), and New Meadville Forging, Inc., a Delaware corporation (“Seller”) and Keller Group, Inc, and Illinois corporation (“Holder”), with reference to the following facts:

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