EXHIBIT 10.1 SHARE PURCHASE AGREEMENT Share Purchase Agreement dated November 28, 2005 between IAMGold Corporation (the "Vendor") and Battle Mountain Gold Exploration Corp. (the "Purchaser"). RECITALS (a) The Vendor is in the process of incorporating...Share Purchase Agreement • December 1st, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Ontario
Contract Type FiledDecember 1st, 2005 Company Industry Jurisdiction
Exhibit 1 NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • April 22nd, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledApril 22nd, 2005 Company Industry Jurisdiction
Agreement ---------Exchange Agreement • November 19th, 2004 • Battle Mountain Gold Exploration Corp. • Gold and silver ores
Contract Type FiledNovember 19th, 2004 Company Industry
THIS AGREEMENT IS ENTERED INTO, DATED AND MADE FULLY EFFECTIVE AS OF MAY 1, 2006, BY AND BETWEEN:Employment Agreement • July 21st, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledJuly 21st, 2006 Company Industry Jurisdiction
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 23rd, 2004 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledNovember 23rd, 2004 Company Industry Jurisdiction
EXHIBIT 99.1 SUBSCRIPTION AGREEMENT HUDSON VENTURES, INC. SUBSCRIPTION AGREEMENT made as of this day of DECEMBER, 2001 between HUDSON VENTURES, INC., a Nevada corporation (the "Company") and (the "Subscriber"). WHEREAS: A. The Subscriber is a director...Subscription Agreement • September 16th, 2003 • Hudson Ventures Inc • Gold and silver ores • Nevada
Contract Type FiledSeptember 16th, 2003 Company Industry Jurisdiction
BATTLE MOUNTAIN GOLD EXPLORATION CORP. ONE EAST LIBERTY STREET, SIXTH FLOOR, SUITE 9 RENO, NEVADA 89504 PHONE: 775-686-6081 FAX: 775-686-6066Employment Agreement • January 24th, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores
Contract Type FiledJanuary 24th, 2005 Company Industry
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made effective as of --------- the 9th day of September, 2004, by and among Nikoloas Bekropoulos (being herein referred to as the "Seller"), Battle Mountain Gold Exploration Corp., a Nevada ------...Stock Purchase Agreement • April 22nd, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledApril 22nd, 2005 Company Industry Jurisdiction
between Nevada Gold Exploration Solutions, LLC and Battle Mountain Gold Exploration Inc Part II Operating Agreement of Pediment Gold LLCMembers' Agreement • November 19th, 2004 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledNovember 19th, 2004 Company Industry Jurisdiction
RECITALS --------Mining Lease Agreement • March 30th, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledMarch 30th, 2005 Company Industry Jurisdiction
RECITALSExploration and Development Agreement • January 7th, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores
Contract Type FiledJanuary 7th, 2005 Company Industry
AGREEMENT AND PLAN OF MERGER by and among BATTLE MOUNTAIN GOLD EXPLORATION CORP., ROYAL GOLD, INC., and ROYAL BATTLE MOUNTAIN, INC. Dated as of April 17, 2007Merger Agreement • April 19th, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Colorado
Contract Type FiledApril 19th, 2007 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 17, 2007, is entered into by and among Battle Mountain Gold Exploration Corp., a Nevada corporation (the “Company”), Royal Gold, Inc., a Delaware corporation (the “Acquiror”), and Royal Battle Mountain, Inc., a Nevada corporation (the “Acquiror Sub”) (the Company, Acquiror and Acquiror Sub are individually hereinafter referred to as “Party” and collectively as the “Parties”).
Exhibit 10.3 Extension of Option AgreementExtension of Option Agreement • September 16th, 2003 • Hudson Ventures Inc • Gold and silver ores
Contract Type FiledSeptember 16th, 2003 Company IndustryPursuant to an option agreement dated as of January 21, 2002, Glen Macdonald ("GM") granted to Hudson Ventures, Inc., an option to acquire an interest in the Property (the "Agreement"). This letter confirms that in and for the sum of $1000 Cdn., the receipt of which is hereby acknowledged, GM has agreed to amend the terms of the Agreement by deleting the reference to "December 31, 2002" in section 2.1(C) and inserting "December 31, 2003" and further by deleting the reference to "December 31, 2003" in section 2.1(D) and inserting "December 31, 2004", and further by deleting the reference to "December 31, 2002 in section 2.1(D) and inserting "December 31, 2003". The remainder of the Agreement shall remain in full force and effect. xxx
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among BATTLE MOUNTAIN GOLD EXPLORATION CORP., ROYAL GOLD, INC., and ROYAL BATTLE MOUNTAIN, INC. Dated July 30, 2007Agreement and Plan of Merger • August 3rd, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Colorado
Contract Type FiledAugust 3rd, 2007 Company Industry Jurisdiction
Exhibit 10.2 OPTION AGREEMENT - McCONNELL RIVER THIS AGREEMENT is dated for reference the 22 day of January, 2002. BETWEEN: GLEN MACDONALD a British Columbia resident with an address at 303-1334 Cardero Street Vancouver, British Columbia V6G 2J3 (the...Option Agreement • September 16th, 2003 • Hudson Ventures Inc • Gold and silver ores • British Columbia
Contract Type FiledSeptember 16th, 2003 Company Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • New York
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionREGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of April 25, 2006, by and between BATTLE MOUNTAIN GOLD EXPLORATION CORP., a corporation organized under the laws of the State of Nevada (the "Company"), and IAMGOLD CORPORATION, a corporation incorporated under the laws of Canada (the “Investor").
EXHIBIT 10.1 OPTION AGREEMENT - WHEATON RIVER THIS AGREEMENT is dated for reference the 21st day of January, 2002. BETWEEN: GLEN MACDONALD a British Columbia resident with an address at 303-1334 Cardero Street Vancouver, British Columbia V6G 2J3 (the...Option Agreement • September 16th, 2003 • Hudson Ventures Inc • Gold and silver ores • British Columbia
Contract Type FiledSeptember 16th, 2003 Company Industry Jurisdiction
BATTLE MOUNTAIN GOLD EXPLORATION CORP. One East Liberty Street, Sixth Floor, Suite 9 Reno, Nevada 89504 Phone: 775-686-6081 Fax: 775-686-6066 November 26, 2005Acquisition Agreement • December 1st, 2005 • Battle Mountain Gold Exploration Corp. • Gold and silver ores
Contract Type FiledDecember 1st, 2005 Company Industry
BATTLE MOUNTAIN GOLD EXPLORATION CORP. as Guarantor and IAMGOLD CORPORATION as Secured Creditor GUARANTEE AND SUPPORT AGREEMENT April 25, 2006 STIKEMAN ELLIOTT LLPGuarantee and Support Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry Jurisdiction
BATTLE MOUNTAIN GOLD EXPLORATION CORP. and 1212500 ALBERTA LTD. as Borrowers - and – MACQUARIE BANK LIMITED as Bridge Lender BRIDGE FINANCE FACILITY AGREEMENT Dated for reference April , 2006Bridge Finance Facility Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionWHEREAS the Borrowers have requested that the Bridge Lender make available to them (on a joint and several basis) a bridge finance facility, and the Bridge Lender has agreed to do so on the terms and conditions set forth herein;
FIRST AMENDMENT TO THE BRIDGE FINANCE FACILITY AGREEMENTBridge Finance Facility Agreement • August 3rd, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledAugust 3rd, 2007 Company Industry JurisdictionWHEREAS Bridge Lender, Royal Battle Mountain, Inc., and Battle Mountain are parties to the Agreement and Plan of Merger, originally dated as of April 17, 2007, which is to be amended and restated simultaneously with this Amendment to the Credit Facility; and
SETTLEMENT AGREEMENTSettlement Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledOctober 4th, 2006 Company Industry Jurisdiction
SECURED PROMISSORY NOTESecured Promissory Note • April 2nd, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores
Contract Type FiledApril 2nd, 2007 Company IndustryThis Note is executed and delivered in connection with that certain Bridge Finance Facility Agreement, dated as of the date hereof, between the Borrowers and the Lender (the “Bridge Loan Agreement”), and reference is hereby made to the Bridge Loan Agreement and the Credit Facility Documents for the benefits, security interests, and terms and conditions under which the loans evidenced by this Note were made and are required to be repaid.
1212500 ALBERTA LTD. as Facility User - and – BATTLE MOUNTAIN GOLD EXPLORATION CORP. as Guarantor - and – MACQUARIE BANK LIMITED as Facility Provider GOLD FACILITY AGREEMENT Dated for reference April , 2006Gold Facility Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionWHEREAS the Facility User has requested that the Facility Provider make available to it a gold facility, and the Facility Provider has agreed to do so on the terms and conditions set forth herein;
AMENDED AND RESTATED SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionAmended and Restated Share Purchase Agreement dated April 25, 2006 between IAMGold CORPORATION (“IAMGold”), REPADRE INTERNATIONAL CORPORATION (“Repadre” and, together with IAMGold, the “Vendors”), BATTLE MOUNTAIN GOLD EXPLORATION CORP. (“BMGX”) and 1212500 ALBERTA LTD. (“AlbertaCo” and, together with BMGX, the “Purchasers”).
Exhibit 10.3 Extension of Option Agreement HUDSON VENTURES, INC. 50 West Liberty Street, Suite 880, Reno, Nevada 89501 PHONE (604)727-4679 ___________________________________________________________________________ Glen Macdonald 303-1334 Cardero...Option Agreement • August 29th, 2003 • Hudson Ventures Inc • Gold and silver ores
Contract Type FiledAugust 29th, 2003 Company IndustryPursuant to an option agreement dated as of January 21, 2002, Glen Macdonald ("GM") granted to Hudson Ventures, Inc., an option to acquire an interest in the Property (the "Agreement"). This letter confirms that in and for the sum of $1000 Cdn., the receipt of which is hereby acknowledged, GM has agreed to amend the terms of the Agreement by deleting the reference to "December 31, 2002" in section 2.1(C) and inserting "December 31, 2003" and further by deleting the reference to "December 31, 2003" in section 2.1(D) and inserting "December 31, 2004", and further by deleting the reference to "December 31, 2002 in section 2.1(D) and inserting "December 31, 2003". The remainder of the Agreement shall remain in full force and effect.
BATTLE MOUNTAIN GOLD EXPLORATION CORP. as Guarantor and IAMGOLD CORPORATION as Secured Creditor SECURITY AGREEMENT April 25, 2006Security Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionSecurity agreement dated as of April 25, 2006 made by BATTLE MOUNTAIN GOLD EXPLORATION CORP., to and in favour of IAMGOLD CORPORATION.
BRIDGE FINANCE FACILITY AGREEMENTBridge Finance Facility Agreement • April 2nd, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledApril 2nd, 2007 Company Industry JurisdictionWHEREAS the Borrowers have requested that the Bridge Lender make available to them (on a joint and several basis) a bridge finance facility, and the Bridge Lender has agreed to do so on the terms and conditions set forth herein;
CLOSING SECURITY AGREEMENT (Battle Mountain)Closing Security Agreement • April 2nd, 2007 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • Nevada
Contract Type FiledApril 2nd, 2007 Company Industry JurisdictionCLOSING SECURITY AGREEMENT dated for reference March 28, 2007 made by Battle Mountain Gold Exploration Corp. (the "Debtor") in favor of Royal Gold, Inc. ("Royal Gold").
SUBORDINATION AGREEMENTSubordination Agreement • October 4th, 2006 • Battle Mountain Gold Exploration Corp. • Gold and silver ores • British Columbia
Contract Type FiledOctober 4th, 2006 Company Industry JurisdictionTHIS AGREEMENT dated for reference April , 2006 among Battle Mountain Gold Exploration Corp. (“BMG”), 1212500 Alberta Ltd. (“1212500”), BMGX (Barbados) Corporation (“NewCo Barbados”), 1210078 Alberta Ltd. (“NewCo Canada”) and Macquarie Bank Limited (“MBL”).