0001214782-13-000414 Sample Contracts

PEDEVCO CORP. 3,250,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • December 10th, 2013 • Pedevco Corp • Oil & gas field exploration services • New York

PEDEVCO Corp., a Texas corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to National Securities Corporation and each of the other Underwriters named in Schedule VII hereto, if any (each, an “Underwriter” and collectively, the “Underwriters”), an aggregate of 3,250,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 487,500 additional shares (the “Additional Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

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