RECITALSGuaranty Agreement • September 4th, 2002 • Jacqueline Badger Mars Trust • Mining & quarrying of nonmetallic minerals (no fuels) • Colorado
Exhibit 1 Shareholder Voting Agreement This Shareholder Voting Agreement (this "Agreement") is made and entered into as of March 19, 2004, by and among Jacqueline B. Mars, as Trustee for the Jacqueline Badger Mars Trust, dated February 5, 1975, as...Shareholder Voting Agreement • August 5th, 2005 • Jacqueline Badger Mars Trust • Mining & quarrying of nonmetallic minerals (no fuels) • Utah
PURCHASE AGREEMENTPurchase Agreement • August 29th, 2007 • Jacqueline Badger Mars Trust • Mining & quarrying of nonmetallic minerals (no fuels) • Colorado
This Purchase Agreement is entered into to be effective as of the 13th day of July, 2007 (the “Effective Date”), and is by and between Jacqueline B. Mars as Trustee of the Jacqueline Badger Mars Trust dated February 5, 1975 (“Mars Trust”), Jacqueline B. Mars individually (“Mars”), and Sentient USA Resources Fund II, L.P., a Delaware limited partnership (“Sentient II LP”).
Letterhead] LAW OFFICES COURTER, KOBERT & COHEN A PROFESSIONAL CORPORATIONShareholder Voting Agreement • March 22nd, 2006 • Jacqueline Badger Mars Trust • Mining & quarrying of nonmetallic minerals (no fuels)
As you know, the Shareholder Voting Agreement executed by the Mars’ Trust in 2004 expired on March 19, 2006; therefore, the Trust is free to Vote its stock in AmerAlia.
GENERAL RELEASEGeneral Release • August 29th, 2007 • Jacqueline Badger Mars Trust • Mining & quarrying of nonmetallic minerals (no fuels) • Colorado
This General Release (“General Release”) is being executed and delivered as of August 22, 2007, by and among AmerAlia, Inc., a Utah corporation (“AmerAlia”), Natural Soda Holdings, Inc., a Colorado corporation (“NSHI”), Natural Soda, Inc., a Colorado corporation (“NSI”)(AmerAlia, NSHI and NSI are referred to herein as the “AmerAlia Parties”), Sentient Global Resources Fund I, LP (“Fund I”), Sentient Global Resource Trust No. I (“Trust I”), Sentient USA Resources Fund, L.P. (“Sentient LP ”), Sentient USA Resources Fund II, L.P. (“Sentient II LP”) (Sentient LP, Trust I, Fund I, and Sentient II LP are referred to herein as the “Sentient Parties”), Jacqueline B. Mars, an individual (“Mars”), and Jacqueline B. Mars as Trustee of the Jacqueline Badger Mars Trust dated February 5, 1975 (“Mars Trust”) (Mars and the Mars Trust are referred to herein as the “Mars Parties”).
