DATED 29 July 2004 KIRKLAND LAKE GOLD INC. - and - CANACCORD CAPITAL (EUROPE) LIMITED _________________________________________ AGENCY AGREEMENT _________________________________________ McCarthy Tétrault 1 Plough Place London EC4A 1DE Tel: +44(0)20...Agency Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • England
WHEREAS the Agent understands that the Corporation proposes to raise funds by the issue of Common Shares for cash pursuant to the placing;
AGENCY AGREEMENTAgency Agreement • February 3rd, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
The undersigned, Octagon Capital Corporation and Fahnestock Canada Inc. (the “Agents”), understand that Kirkland Lake Gold Inc. (the “Company”) proposes to issue and sell up to 2,625,000 common shares (individually a "Common Share" and collectively the “Common Shares”) in the capital of the Company subject to the terms and conditions set out below.
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENTSubscription Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
KIRKLAND LAKE GOLD INC. SUBSCRIPTION AGREEMENT FOR FLOW-THROUGH SHARES (Residents of Alberta, British Columbia and Ontario)Subscription Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • Ontario
The sections headed “Subscriber’s Details” and “Terms and Conditions of Subscription for Flow- Through Shares of Kirkland Lake Gold Inc.” on pages 2 and 4 respectively of this Subscription Agreement
Toronto Stock Exchange listing agreement DateKirkland Lake Gold Inc • August 14th, 2006 • Gold and silver ores
In consideration of the listing on The Toronto Stock Exchange (hereinafter called the “Exchange”) of securities of the undersigned (hereinafter called the “Applicant”), the Applicant agrees with the Exchange as follows:
STANDARD PUBLICITY AGREEMENTStandard Publicity Agreement • January 26th, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • Louisiana
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT – UNITSKirkland Lake Gold Inc • August 14th, 2006 • Gold and silver ores • British Columbia
The Subscriber shall complete, sign and deliver to the Company as soon as possible such further documents, questionnaires, notices and undertakings as may be required by regulatory authorities, stock exchanges and applicable law. The Company will file with the Exchange the Private Placement Questionnaires and Undertakings of Subscribers whose subscriptions are accepted.
LOAN AGREEMENTLoan Agreement • February 3rd, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the sum of $1.00 paid by each party to the other (the receipt of which is hereby acknowledged) the parties hereto mutually covenant and agree as follows:
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT – UNITS (v.2 - UK)Kirkland Lake Gold Inc • August 14th, 2006 • Gold and silver ores • British Columbia
An individual is not a close business associate solely because the individual is a current or former client or customer.
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT FLOW-THROUGH SHARESPrivate Placement Subscription Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
the Subscriber and others towards carrying out the Exploration Program and to renounce the expenditures associated therewith to the Subscriber and others in accordance with the terms of this Agreement.
LOAN AGREEMENTLoan Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the sum of $1.00 paid by each party to the other (the receipt of which is hereby acknowledged) the parties hereto mutually covenant and agree as follows:
KIRKLAND LAKE GOLD INC. SUBSCRIPTION AND PURCHASE AGREEMENTSubscription and Purchase Agreement • January 26th, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
The undersigned (the “Purchaser”) hereby irrevocably subscribes for and agrees to purchase from the Corporation, pursuant to the terms and conditions of this Subscription Agreement and in the Agency Agreement (as hereinafter defined), that number of common shares (the “Common Shares”) of the Corporation set out in subparagraph 18(a). The Common Shares form part of a larger offering (the “Offering”) of up to 2,625,000 Common Shares (the “Purchased Common Shares”) to be issued and sold by the Corporation at a price of $1.80 per Common Share. A copy of the term sheet (the “Term Sheet”) outlining the terms and conditions of the Offering is attached hereto as Schedule “A”. In the event of any inconsistency between the provisions of Schedule “A” and this Subscription Agreement, the provisions of this Subscription Agreement shall prevail.
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENTSubscription Agreement • February 3rd, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
The Subscriber shall complete, sign and deliver to the Company’s legal counsel, O’Neill & Company, as soon as possible such further documents, questionnaires, notices and undertakings as may be required by regulatory authorities, stock exchanges and applicable law (collectively with the foregoing documents the “Transaction Documents” and, in respect of the Company, also includes the certificates representing the Shares and Warrants). The Company will file with the Exchange the Private Placement Questionnaires and Undertakings of Subscribers whose subscriptions are accepted.
KIRKLAND LAKE GOLD INC. SUBSCRIPTION AGREEMENT FOR FLOW-THROUGH SHARESSubscription Agreement • February 3rd, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • Ontario
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Kirkland Lake Gold Inc. (the “Corporation”) that number of flow-through Common Shares (the “Flow-Through Shares”) set out below at a price of $4.00 per Flow-Through Share. The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Flow-Through Shares” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that the Corporation and the Agents may rely upon the Subscriber’s representations, warranties and covenants contained in such documents.
Date: 1 June 2006 Kirkland Lake Gold Inc. The Directors of Kirkland Lake Gold Inc Ocean Equities Ltd. Broker AgreementAgreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores • England
DATED 24 June 2004 (1) CANACCORD CAPITAL (EUROPE) LIMITED (2) KIRKLAND LAKE GOLD INC. (3) THE DIRECTORS ________________________________________ NOMINATED ADVISER AND BROKER AGREEMENT ________________________________________ McCarthy Tétrault 1 Plough...________________________________________ Nominated Adviser and Broker Agreement • August 14th, 2006 • Kirkland Lake Gold Inc • Gold and silver ores
KIRKLAND LAKE GOLD INC. SUBSCRIPTION AGREEMENT FOR UNITSAgreement • February 3rd, 2004 • Kirkland Lake Gold Inc • Gold and silver ores • British Columbia
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Kirkland Lake Gold Inc. (the “Corporation”) that number of units of the Corporation (the “Units”) set out below at a price of $3.90 per Unit. Each Unit consists of one common share in the capital of the Corporation (a “Common Share”) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one Common Share (a “Warrant Share”) at a price of $4.40 until that date which is 18 months following the Closing Date (as defined herein). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Units” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that the Corporation and the Agents may rely u
