SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 19th, 2007 • NewGen Technologies, Inc • Petroleum refining • New Jersey
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 13, 2007, by and among NEWGEN TECHNOLOGIES, INC., a Nevada corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2007 • NewGen Technologies, Inc • Petroleum refining • New Jersey
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 13, 2007, by and among NEWGEN TECHNOLOGIES, INC., a Nevada corporation (the “Company”), and the undersigned Buyers listed on Schedule I attached hereto (each, a “Buyer” and collectively, the “Buyers”).
LOCK UP AGREEMENTLock Up Agreement • March 19th, 2007 • NewGen Technologies, Inc • Petroleum refining
The undersigned hereby agrees that for a period commencing on March 13, 2007 and expiring on the date thirty (30) days after the date that all amounts owed to Cornell Capital Partners, LP (the “Buyer”), under the Secured Convertible Debentures issued to the Buyer pursuant to the Securities Purchase Agreement between NewGen Technologies, Inc. (the “Company”) and the Buyer dated March 13, 2007 have been paid (the “Lock-up Period”), he, she or it will not, directly or indirectly, without the prior written consent of the Buyer, issue, offer, agree or offer to sell, sell, grant an option for the purchase or sale of, transfer, pledge, assign, hypothecate, distribute or otherwise encumber or dispose of any securities of the Company, including common stock or options, rights, warrants or other securities underlying, convertible into, exchangeable or exercisable for or evidencing any right to purchase or subscribe for any common stock (whether or not beneficially owned by the undersigned), or a
IRREVOCABLE TRANSFER AGENT INSTRUCTIONS March 13, 2007NewGen Technologies, Inc • March 19th, 2007 • Petroleum refining
This letter shall serve as our irrevocable authorization and direction to Integrity Stock Transfer (the “Transfer Agent”) to do the following:
