0001144204-08-053406 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 18th, 2008 • United Fuel & Energy Corp • Retail-nonstore retailers • Nevada

This Indemnification Agreement (this “Agreement”) dated the 16th day of September 2008, by and between United Fuel & Energy Corporation, a Nevada corporation (the “Company”), and William C. Bousema, an individual (“Indemnitee”).

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RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • September 18th, 2008 • United Fuel & Energy Corp • Retail-nonstore retailers • Nevada

THIS RESTRICTED STOCK AGREEMENT (the “Agreement”), is made, effective as of the 16th day of September, 2008 (hereinafter the “Date of Grant”), between United Fuel & Energy Corporation, a Nevada corporation (the “Company”), and William C. Bousema (the “Participant”).

INCENTIVE STOCK OPTION AGREEMENT Pursuant to the United Fuel & Energy Corporation
Incentive Stock Option Agreement • September 18th, 2008 • United Fuel & Energy Corp • Retail-nonstore retailers • Nevada

This Incentive Stock Option Agreement (this “Option Agreement”), is made as of September 16, 2008 between United Fuel & Energy Corporation, a Nevada corporation (the “Company”), and the above-named individual, an employee of the Company or one of its Subsidiaries (the “Optionee”), to record the granting of an incentive stock option pursuant to the Company’s 2005 Equity Incentive Plan (the “Plan”). Terms used herein that are defined in the Plan shall have the meanings ascribed to them in the Plan. If there is any inconsistency between the terms of this Option Agreement and the terms of the Plan, the Plan’s terms shall supersede and replace the conflicting terms herein.

EMPLOYMENT AGREEMENT
Employment Agreement • September 18th, 2008 • United Fuel & Energy Corp • Retail-nonstore retailers • California

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 16th day of September, 2008 (the “Commencement Date”), by and between United Fuel & Energy Corporation, a Nevada corporation on behalf of itself and any and all subsidiaries (together, the “Company”), and William C. Bousema (“Employee”).

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