0001144204-10-045213 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 17th, 2010 • New Generation Biofuels Holdings, Inc • Industrial organic chemicals • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 16, 2010, between New Generation Biofuels Holdings, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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Palladium Capital Advisors, LLC New York, New York 10169 Tel (646) 485-7297 Fax (646) 390-6328 Email jp@palladiumcapital.com
New Generation Biofuels Holdings, Inc • August 17th, 2010 • Industrial organic chemicals • New York

This will confirm the understanding and agreement (the “Agreement”) between PALLADIUM CAPITAL ADVISORS, LLC, a Delaware limited liability company (“Palladium”), and NEW GENERATION BIOFUELS HOLDINGS, INC., a Florida corporation (the “Company”), as follows:

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