Sales Agreement THIS AGREEMENT is made and entered into this 31st day of May 2001, by and between, Freedom Resources Enterprises, Inc. ("Freedom Resources"), and Life Discovery Institute ("LDI"). WHEREAS, Freedom Resources has expended $15,674 of...Sales Agreement • October 25th, 2002 • Freedom Resources Enterprises Inc • Services-business services, nec
Colombia Clean Power & Fuels, Inc. INDEMNIFICATION AGREEMENTIndemnification Agreement • February 2nd, 2011 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • California
This INDEMNIFICATION AGREEMENT, dated as of December 31, 2010, is by and between Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Company”), and Daniel F. Carlson (“Indemnitee”).
PLEDGE AND COLLATERAL AGENCY AGREEMENTPledge and Collateral Agency Agreement • January 25th, 2013 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • New York
THIS PLEDGE AND COLLATERAL AGENCY AGREEMENT (this “Agreement”), is entered into as of this 18th day of January 2013, by and among Colombia Energy Resources, Inc., a Delaware corporation (“Colombia”), Colombia CPF LLC, a Delaware limited liability company (“CPF,” and together with Colombia, the “Pledgors”), and The Law Office of Ronald N. Vance & Associates, P.C., as collateral agent (the “Collateral Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 2nd, 2011 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of the 1st day of January, 2011, by and between Colombia Clean Power & Fuels, Inc., formerly known as Freedom Resource Enterprises Inc., a Nevada corporation, (the “Company”) and Edward P Mooney (the “Executive”). This Agreement hereby amends and shall supersede in its entirety the Employment Agreement dated July 1, 2010, between the parties hereto.
OPTION CONTRACT FOR THE AQUISITION OF RIGHTS OF A MINING TITLEColombia Energy Resources, Inc. • October 26th, 2012 • Bituminous coal & lignite surface mining
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • Texas
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into effective as of the 1st day of July, 2010, by and between Freedom Resource Enterprises Inc. (the “Company") and Edward Mooney (the "Executive").
CONTRACTContract • September 16th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec
THE UNDERSIGNED, JOSE ENRIQUE OSORIO OSORIO, of legal age, identified with citizenship card number 12.097.941 issued in Neiva, who acts according with the power of attorney given to him by Mr. JORGE ENRIQUE OSORIO JIMENEZ, also of legal age, identified with citizenship card number 79.930.133 issued in Bogota, and JOSE DAVID OSORIO JIMENEZ, also of legal age, identified with citizenship card number 8.161.06 issued in Envigado, hereinafter referred to in this contract as THE ASSIGNOR, and as a second Party FERNANDO CASAS TORRES, of legal age, resident of Bogota, identified with citizenship card number 79.375.806, issued in Bogota, D.C., who acts as legal representative of ENERGÍA ANDINA SANTANDER RESOURCES SAS, a simplified share corporation legally incorporated in Colombia, per private document date May 27th 2010, registered at the chamber of commerce of the same circuit under mercantile registration number 01998177, who for the purposes of this contract shall be known as THE ASSIGNEE,
COLOMBIA CLEAN POWER & FUELS, INC. 10% SECURED CONVERTIBLE NOTE DUE JUNE 30, 2012Colombia Energy Resources, Inc. • March 30th, 2012 • Bituminous coal & lignite surface mining
This Note shall, (i) upon declaration by the Holder or (ii) automatically upon acceleration pursuant to clause (c) below, become immediately due and payable upon the occurrence of any of the following specified events of default:
Consulting AgreementConsulting Agreement • February 10th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • California
This Consulting Agreement (the “Agreement”), dated this 1st day of September 2011, (the “Effective Date”) is by and between Colombia Clean Power & Fuels, Inc., a Nevada corporation (hereinafter referred to as the “Company”), and Edward P Mooney, an individual residing in the State of California (hereinafter referred to as the “Service Provider”).
CONTRACT OF TOTAL ASSIGNMENT OF MINING EXPLORATION AND EXPLOITATION RIGHTS FLG – 092Colombia Clean Power & Fuels, Inc • November 1st, 2010 • Services-business services, nec
The undersigned, JOSE ALFONSO TAMARA OSORIO, of adult age, resident of Bogota, identified with citizenship card number 7.422.949 issued at Barranquilla, who acts in his own name, and who for the effects of this act will be named THE ASSIGNOR, as one party, and FERNANDO CASAS TORRES, of adult age, resident of Bogota, identified with citizenship card number 79.375.380 issued at Bogota D.C., and DAVID ARCE ROJAS, of adult age, resident of Bogota, identified with citizenship card number 12.115.286 who act in their condition of legal representatives of ENERGIA ANDINA SANTANDER RESOURCES S.A.S., a simplified share corporation legally incorporated in Colombia following private document dated May twenty seventh (27th) 2010, registered at the Chamber of Commerce of the same circuit under mercantile registration number 01998177, Tax Identification Number (NIT) 900.362.160-8, who for the effects of this act will be named THE ASSIGNEE, with the purpose of celebrating the Total Assignment of the Ri
ASSOCIATION CONTRACT FOR THE MINING EXPLOITATION WITHIN THE TITLE FFB-081Colombia Energy Resources, Inc. • March 30th, 2012 • Bituminous coal & lignite surface mining
Between the undersigned, on one part, namely, CESAR E. SALGADO B., of legal age, with an address in the city of Duitama, Boyacá, identified with the cédula no. 3.102.803, acting as legal representative and duly authorized by the Board of Directors of AMERICANA DE MINERALES DE EXPORTACION SAS, who for the effect of the present document will be referred to as AMERALEX and on the other part, CARLOS JULIO SOTO VASQUEZ, of legal age, with an address in Bogotá D.C., identified with the cédula number 70.045.125 issued in Medellín and LILIANA RODRIGUEZ VENEGAS, identified with the cédula number 40.040.220 of Tunja, who act in their capacity of legal representatives of COLOMBIA CLEAN POWER SAS, a legally constituted partnership in Colombia in a private document of the twenty seventh (27) of May, 2010, registered in the Chamber of Commerce of Bogota under the NIT no. 900.362.160-8, and that for the effect of the current document will be referred to as CCP, that for the current document agreed to
COVENANT AGREEMENTCovenant Agreement • January 25th, 2013 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • New York
THIS COVENANT AGREEMENT (this “Agreement”), is entered into as of this 18th day of January 2013, by and among Colombia Energy Resources, Inc., a Delaware corporation (“Colombia”), Colombia CPF LLC, a Delaware limited liability company (“CPF”), Energia Andina Santander Resources Coӧperative U.A., a cooperative formed under the laws of the Netherlands (“Energia”), Energia Andina Resources España, S.L., a Company Limited, incorporated under Spanish law (the “Spanish Company”), Colombia Clean Power SAS, a company incorporated under the laws of Colombia (“CCP” and, together with Colombia, CPF, Energia and the Spanish Company, the “CERX Companies”), Steelhead Navigator Master, L.P., a Cayman Islands limited partnership (“Navigator”) and Odyssey Reinsurance Company (“Odyssey” and, together with Navigator, the “Majority Holders”).
Colombia Clean power & fuels, Inc. NONQUALIFIED STOCK OPTION GRANT AGREEMENTNonqualified Stock Option Grant Agreement • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
THIS GRANT AGREEMENT (the “Agreement”) is entered into as of by and between colombia clean power & fuels, Inc., a Nevada corporation (the “Corporation”), and (“Grantee”).
CONTRACT FOR AGREEMENT ON ACTIVITIES AND PROMISE TO ASSIGN A MINING TITLEContract • March 25th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining
The Title Holders: LUIS ALBEIRO FLOREZ and OMEGA ENERGY COLOMBIA The Company: ENERGIA ANDINA SANTANDER RESOURCES SAS Mining Title: CONCESSION CONTRACT FCF – 142 Location: Municipality of Otanche - State of Boyaca.
PLEDGE AGREEMENT OVER THE ASSETS OF COLOMBIA CLEAN POWER COLOMBIA S.A.S. entered into on January 18, 2013 between COLOMBIA CLEAN POWER S.A.S. in its capacity of Pledgor and THE LAW OFFICE OF RONALD VANCE & ASSOCIATES, P.C. in its capacity of Pledgee...Pledge Agreement • January 25th, 2013 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
who enter into this pledge agreement (the “Pledge Agreement” or the “Agreement”) over the Assets (as defined below), which will be founded on the provisions of Volume 4, Title 9, Chapter 2 of the Colombian Commercial Code and other related and applicable regulations and by the provisions set forth below, subject to the following considerations:
EMPLOYMENT AGREEMENTEmployment Agreement • February 10th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of the 28th day of August, 2011, (the “Effective Date”) by and between COLOMBIA CLEAN POWER & FUELS, INC., a Nevada corporation, (the “Company”) and RONALD G. STOVASH (the “Employee”).
COMMERCIAL LEASE CONTRACT OFFICE 315 AND GARAGES 406 AND 426 BOGOTA WORLD TRADE CENTER BUILDING TOWER CCommercial Lease Contract • February 15th, 2011 • Colombia Clean Power & Fuels, Inc • Services-business services, nec
The undersigned, to wit: MARIA ELVIRA DIAZ CALDERON, of legal age, domiciled in this city and identified with citizenship card No. 20.069.567 issued at Bogota, acting in her own name and representation and who in this contract and for all effects will be named THE LESSOR, as one Party, and FERNANDO CASAS TORRES, male, of legal age and domiciled in the city of Bogota, identified with citizenship card No. 79.375.380 issued at Bogota, D.C., acting in the name of, and in legal representation of the Corporation ENERGIA ANDINA SANTANDER RESOURCES S.A.S., with Tax Identification Number – NIT – No. 900.362.160-8, a company legally incorporated by means of private document on the 27th day of May 2010, and registered at the Chamber of Commerce of Bogota, D.C. on June 8th 2010 under number 01389832, hereinafter THE LEASEE CORPORATION, as the other Party, have celebrated this Leasing Contract for commercial offices that will be ruled by the following clauses:
SUBSCRIPTION AGREEMENTSubscription Agreement • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • New York
This Subscription Agreement (the “Agreement”) is executed by the undersigned (the “Subscriber”) in connection with the offering (the “Offering”) by Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Issuer”), of a minimum of $500,000 and a maximum of $2,5000,000 aggregate principal amount of 10% Secured Convertible Notes due June 30, 2012 (the “Notes”) of the Issuer and warrants (the “Investor Warrants”) to purchase up to 1,000,000 shares of Common Stock, par value $.001 per share, of the Issuer (the “Shares”) (the Notes and the Investor Warrants are collectively referred to as the “Offered Securities”). For every $250,000 principal amount of Notes purchased, the Subscriber shall receive Investor Warrants to purchase 100,000 shares of Common Stock. The Notes shall be substantially in the form attached hereto as Exhibit A. The Investor Warrants shall be substantially in the form attached hereto as Exhibit B.
SUBSCRIPTION AGREEMENT in connection with COLOMBIA CLEAN POWER & FUELS, INC. $2,500,000 Aggregate Principal Amount of 10% Secured Convertible Notes Due June 30, 2012 and Warrants to Purchase 1,000,000 Shares of Common Stock of the IssuerSubscription Agreement • October 6th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • New York
This Subscription Agreement (the “Agreement”) is executed by the undersigned (the “Subscriber”) in connection with the offering (the “Offering”) by Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Issuer”), of a minimum of $500,000 and a maximum of $2,5000,000 aggregate principal amount of 10% Secured Convertible Notes due June 30, 2012 (the “Notes”) of the Issuer and warrants (the “Investor Warrants”) to purchase up to 1,000,000 shares of Common Stock, par value $.001 per share, of the Issuer (the “Shares”) (the Notes and the Investor Warrants are collectively referred to as the “Offered Securities”). For every $250,000 principal amount of Notes purchased, the Subscriber shall receive Investor Warrants to purchase 100,000 shares of Common Stock. The Notes shall be substantially in the form attached hereto as Exhibit A. The Investor Warrants shall be substantially in the form attached hereto as Exhibit B.
CONTRACT FOR AGREEMENT ON ACTIVITIES AND PROMISE TO ASSIGN A MINING TITLEContract • March 25th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining
The Title Holder: JESUS HERNANDO ZARATE PINILLA The Company: ENERGIA ANDINA SANTANDER RESOURCES SAS Mining Title: CONCESSION CONTRACT ECB-121 AND EAU-131 Location: Municipality of Otanche - State of Boyaca.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 7th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 1, 2011, between COLOMBIA CLEAN POWER & FUELS, INC., a corporation organized under the laws of Nevada (the “Company”), on the one hand, and the undersigned investors (the “Investors”), on the other hand.
OPTION CONTRACT FOR THE AQUISITION OF RIGHTS OF A MINING TITLEColombia Energy Resources, Inc. • November 6th, 2012 • Bituminous coal & lignite surface mining
CONSULTANCY AGREEMENTConsultancy Agreement • February 2nd, 2011 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • England
COLOMBIA CLEAN POWER & FUELS, INC. 10% SECURED CONVERTIBLE NOTE DUE JUNE 30, 2012Colombia Clean Power • December 17th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec
This Note shall, (i) upon declaration by the Holder or (ii) automatically upon acceleration pursuant to clause (c) below, become immediately due and payable upon the occurrence of any of the following specified events of default:
EMPLOYMENT AGREEMENTEmployment Agreement • April 28th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of the 1st day of May, 2011, (the “Effective Date”) by and between COLOMBIA CLEAN POWER & FUELS, INC., a Nevada corporation, (the “Company”) and JAMES FLORES (the “Employee”).
PARTIAL ASSIGNMENT AND BUSINESS COLLABORATION CONTRACT OF MINING RIGHTS FOR THE DEVELOPMENT OF A MINING PROJECTPartial Assignment and Business Collaboration Contract • February 10th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
* Year 0 will be the moment when a definitive agreement is reached in relation to the proven and probable reserves existing in the four mining titles indicated above.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 25th, 2013 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • New York
This Subscription Agreement (the “Agreement”) is executed by the undersigned (the “Subscriber”) in connection with the offering (the “Offering”) by Colombia Energy Resources, Inc., a Delaware corporation (the “Issuer”), of a minimum of $200,000 and a maximum of $500,000 aggregate principal amount of 15% Secured Promissory Notes due January [__], 2014 (the “Notes”) of the Issuer and warrants (the “Investor Warrants”) to purchase up to [39,912,981] shares of Common Stock, par value $.001 per share, of the Issuer (the “Shares”) (the Notes and the Investor Warrants are collectively referred to as the “Offered Securities”). For every $100,000 principal amount of Notes purchased, the Subscriber shall receive warrants to purchase [7,982,596.2] shares of Common Stock. The Notes shall be substantially in the form attached hereto as Exhibit A. The Investor Warrants shall be substantially in the form attached hereto as Exhibit B.
Colombia Clean Power & Fuels, incColombia Clean Power • December 17th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec
AGREEMENT AND PLAN OF MERGER BETWEEN COLOMBIA CLEAN POWER & FUELS, INC. A NEVADA CORPORATION AND COLOMBIA ENERGY RESOURCES, INC. A DELAWARE CORPORATIONAgreement and Plan of Merger • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of the 7th day of October, 2011 is made by and between Colombia Clean Power & Fuels, Inc., a Nevada corporation (“CCPF”) and Colombia Energy Resources, Inc., a Delaware corporation (“Colombia Energy” also known as the “Surviving Entity”).
AGREEMENT CONCERNING JOINT FILING OF SCHEDULE 13GColombia Clean Power & Fuels, Inc • June 14th, 2011 • Bituminous coal & lignite surface mining
ContractColombia Energy Resources, Inc. • February 10th, 2012 • Bituminous coal & lignite surface mining
[Material marked with an asterisk has been omitted from this document pursuant to a request for confidential treatment and has been filed separately with the Securities and Exchange Commission.
AMENDMENT NO. 2 TOPledge and Collateral Agency Agreement • December 17th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec
This AMENDMENT NO. 2 TO PLEDGE AND COLLATERAL AGENCY AGREEMENT (this “Amendment”) is entered into as of November 30, 2010 by and among Colombia Clean Power & Fuels, Inc., a Nevada corporation (“Colombia”), Colombia CPF LLC, Delaware limited liability company (“CPF,” and together with Colombia, the “Pledgors”), and Law Debenture Trust Company of New York, a New York banking corporation, as collateral agent (the “Collateral Agent”).
MORTGAGE AGREEMENT entered into between COLOMBIA CLEAN POWER S.A.S. (the "Mortgagor") and THE LAW OFFICE OF RONALD VANCE & ASSOCIATES. P.C. (the "Mortgagee") Over The real estate located in Socotá and Otanche Municipalities, Department of Boyacá,...Mortgage Agreement • January 25th, 2013 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
Enter into this first degree mortgage (the "Mortgage") agreement (the "Agreement") on real estate located in the Socota and Otanche Municipalities, Department of Boyaca, Colombia, registered in the Office of Public Instruments of the Socha, Soata and Chiquinquira Municipalities, Department of Boyaca, Colombia, with real estate registration Nos. 094-0019229, 093-24172, 093-14019 and 072-22637 (the "Real Estate"), which will be governed by Colombian law, and the provisions later described, subject to the following:
SECURITIES PURCHASE AGREEMENT Dated as of June 1, 2011 among COLOMBIA CLEAN POWER & FUELS, INC. and THE PURCHASERS LISTED ON EXHIBITS A-1 and A-2Securities Purchase Agreement • June 7th, 2011 • Colombia Clean Power & Fuels, Inc • Bituminous coal & lignite surface mining • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June 1, 2011 by and among Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Company”), and each of the Purchasers of shares of Series A Convertible Preferred Stock of the Company whose names are set forth on Exhibit A-1 or Exhibit A-2 hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
MANAGEMENT AND SERVICES AGREEMENTManagement and Services Agreement • August 9th, 2010 • Colombia Clean Power & Fuels, Inc • Services-business services, nec • Delaware
THIS MANAGEMENT AND SERVICES AGREEMENT (the "Agreement") is made and entered into as of the 1st day of July, 2010, by and between LIFE Power and Fuels LLC
