0001157523-11-002175 Sample Contracts

TRI-VALLEY CORPORATION STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 21st, 2011 • Tri Valley Corp • Crude petroleum & natural gas • New York

IN WITNESS WHEREOF, the undersigned has caused this Stock Purchase Agreement to be duly executed by its authorized signatories as of the date first indicated above.

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TRI-VALLEY CORPORATION REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 21st, 2011 • Tri Valley Corp • Crude petroleum & natural gas • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of April 19, 2011 by and among Tri-Valley Corporation, a Delaware corporation (the “Company”), and the “Purchasers” named in that certain Stock Purchase Agreement by and among the Company and the Purchasers, dated as of an even date herewith (the “Purchase Agreement”). Capitalized terms used in this Agreement without definition have the respective meanings ascribed thereto in the Purchase Agreement.

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