Liberty Star Uranium & Metals Corp. Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 28th, 2024 • Liberty Star Uranium & Metals Corp. • Metal mining • Virginia

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 23, 2024, by and between LIBERTY STAR URANIUM & METALS CORP., a Nevada corporation, with its address at 2 East Congress St., Suite 900, Tucson, AZ 85701 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria VA 22314 (the “Buyer”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 30th, 2015 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of June 20, 2015 (the “Execution Date”), is entered into by and between Liberty Star Uranium & Metals Corp. (the “Company”), a Nevada corporation, with its principal executive offices at 5610 E Sutler Lane, Tucson, Arizona 85712, and Tangiers Investment Group, LLC (the “Investor”), a Delaware limited liability company, with its principal executive offices at 2251 San Diego Avenue, Suite B150, San Diego, CA 92110.

INVESTMENT AGREEMENT
Investment Agreement • June 30th, 2015 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

This INVESTMENT AGREEMENT (the “Agreement”), dated as of June 20, 2015 (the “Execution Date”), is entered into by and between Liberty Star Uranium & Metals Corp. (the “Company”), a Nevada corporation, with its principal executive offices at 5610 E Sutler Lane, Tucson, Arizona 85712, and Tangiers Investment Group, LLC (the “Investor”), a Delaware limited liability company, with its principal executive offices at 2251 San Diego Avenue, Suite B150, San Diego, CA 92110.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 23rd, 2006 • Liberty Star Gold Corp • Metal mining • New Jersey

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 8, 2006, by and between LIBERTY STAR GOLD CORP., a Nevada corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 3rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of August 27, 2008, by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively “Subscribers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 20th, 2014 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS SECURITIES PURCHASE AGREEMENT (“Agreement”) is made as of the 14th day of October, 2014 by and between Liberty Star Uranium and Metals Corp.,(the “Company”), and WHC Capital, LLC (the “Investor”).

STANDBY EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • March 23rd, 2006 • Liberty Star Gold Corp • Metal mining • New Jersey

THIS AGREEMENT dated as of the 8th day of March 2006 (the “Agreement”) between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”), and LIBERTY STAR GOLD CORP., a corporation organized and existing under the laws of the State of Nevada (the “Company”).

SECURITY AGREEMENT
Security Agreement • September 3rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining • New York
LIBERTY STAR GOLD CORP. PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • March 23rd, 2006 • Liberty Star Gold Corp • Metal mining • New Jersey

The undersigned, Liberty Star Gold Corp., a Nevada corporation (the “Company”), hereby agrees with Newbridge Securities Corporation (the “Placement Agent”) as follows:

Contract
Stock Option Agreement • September 27th, 2013 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE AND HAVE BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

FUNDS ESCROW AGREEMENT
Funds Escrow Agreement • September 3rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

This Agreement is dated as of the 27th day of August, 2008 among Liberty Star Uranium & Metals Corp., a Nevada corporation (the "Company"), the Subscribers identified on Schedule A hereto (each a “Subscriber” and collectively “Subscribers”), and Grushko & Mittman, P.C. (the "Escrow Agent"):

Contract
Liberty Star Uranium & Metals Corp. • May 15th, 2007 • Metal mining • New York

THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO LIBERTY STAR URANIUM & METALS CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 26th, 2013 • Liberty Star Uranium & Metals Corp. • Metal mining • Georgia

AGREEMENT, dated as of November 18, 2013, between Liberty Star Uranium & Metal Corporation (“Company”), and GCA Strategic Investment Fund Limited (“Purchaser”).

Contract
Stock Option Agreement • January 24th, 2012 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE AND HAVE BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Contract
Liberty Star Uranium & Metals Corp. • September 2nd, 2014 • Metal mining • Texas

NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED: (I) IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE 1933 ACT, OR APPLICABLE STATE SECURITIES LAWS; OR (II) IN THE ABSENCE OF AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO THE ISSUER, THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT OR; (III) UNLESS SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 UNDER THE 1933 ACT.

ESCROW AGREEMENT
Escrow Agreement • August 20th, 2009 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

This Agreement is dated as of the 14th day of August, 2009 among Liberty Star Uranium & Metals Corp., a Nevada corporation (the "Company"), the Subscribers identified on Schedule A hereto (each a “Subscriber” and collectively “Subscribers”), and Grushko & Mittman, P.C. (the "Escrow Agent"):

GUARANTY
Guaranty • May 26th, 2009 • Liberty Star Uranium & Metals Corp. • Metal mining • New York
Contract
Subscription Agreement • May 19th, 2005 • Liberty Star Gold Corp • Services-business services, nec • Arizona

THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").

DEBT CONVERSION AGREEMENT
Debt Conversion Agreement • January 11th, 2022 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

This Debt Conversion Agreement (the “Agreement”) is entered into effective as of as of January 5, 2022 by and between Brett Gross (“Investor”) and Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”), with reference to the following facts:

STOCK OPTION AGREEMENT LIBERTY STAR GOLD CORP.
Stock Option Agreement • January 27th, 2005 • Liberty Star Gold Corp • Services-business services, nec • British Columbia

LIBERTY STAR GOLD CORP., a company incorporated pursuant to the laws of the State of Nevada, of 2766 N. Country Club Road, Tucson, Arizona 85716

TITANIUM INTELLIGENCE, INC. 14th Floor, 265 West 37th Street New York, New York 10018
Titanium Intelligence Inc • July 25th, 2002 • Services-business services, nec

This letter agreement sets out the terms and conditions upon which TII will engage you to provide Services (as defined herein). The execution of this letter agreement by yourself constitutes your acceptance of the following terms and conditions.

U.S. ACCREDITED SUBSCRIBERS ONLY)
Subscription Agreement • December 29th, 2011 • Liberty Star Uranium & Metals Corp. • Metal mining • Nevada

THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE AND HAVE BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

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MEMBERSHIP AGREEMENT
Membership Agreement • July 25th, 2002 • Titanium Intelligence Inc • Services-business services, nec

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and the covenants and agreements herein contained, Titanium and the member covenant and agree as follows:

THIRD MODIFICATION, WAIVER AND ACKNOWLEDGEMENT AGREEMENT
Third Modification, Waiver and Acknowledgement Agreement • September 3rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining

This Third Modification, Waiver and Acknowledgement Agreement (“Agreement”) dated as of August 27, 2008 is entered into by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”) and the subscribers identified on the signature page hereto (each herein a “Subscriber” and collectively “Subscribers” or the “Parties”).

12% CONVERTIBLE PROMISSORY NOTE OF LIBERTY STAR URANIUM & METALS CORP.
Liberty Star Uranium & Metals Corp. • January 3rd, 2017 • Metal mining • California

This Note is a duly authorized Convertible Promissory Note of Liberty Star Uranium & Metals Corp. a corporation duly organized and existing under the laws of the State of Nevada (the “Company”), designated as the Company’s 12% Convertible Promissory Note in the principal amount of $110,000 (the “Note”). This Note will become effective only upon execution by both parties and delivery of the first payment of consideration by the Holder (the “Effective Date”).

EXTENSION AND MODIFICATION AGREEMENT
Extension and Modification Agreement • March 3rd, 2010 • Liberty Star Uranium & Metals Corp. • Metal mining

This Extension and Modification Agreement (“Agreement”) dated as of February 25, 2010 is entered into by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”) and the subscribers identified on the signature page hereto (each herein a “Subscriber” and collectively “Subscribers” and together with the Company, the “Parties”).

STOCK OPTION AGREEMENT LIBERTY STAR GOLD CORP.
Stock Option Agreement • December 21st, 2004 • Liberty Star Gold Corp • Services-business services, nec • British Columbia

LIBERTY STAR GOLD CORP., a company incorporated pursuant to the laws of the State of Nevada, of 2766 N. Country Club Road, Tucson, Arizona 85716

SUBSCRIPTION AGREEMENT
Subscription Agreement • May 26th, 2009 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of May ___, 2009, by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively “Subscribers”).

AMENDMENT #1 TO THE $110,000 PROMISSORY NOTE DATED DECEMBER 14, 2016
Liberty Star Uranium & Metals Corp. • February 9th, 2017 • Metal mining

The parties agree that the $110,000 Convertible Promissory Note (the “Note”) by and between Liberty Star Uranium & Metals Corp. (the “Borrower”) and Tangiers Investment Group, LLC (the “Lender”) is hereby amended as follows:

COLLATERAL AGENT AGREEMENT
Collateral Agent Agreement • September 3rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

COLLATERAL AGENT AGREEMENT (this “Agreement”) dated as of August 27, 2008, among Collateral Agents, LLC (the “Collateral Agent”), and the parties identified on Schedule A hereto (each, individually, a “Lender” and collectively, the “Lenders”), who hold or will acquire promissory Notes issued or to be issued by Liberty Star Uranium & Metals Corp., a Nevada corporation (“Parent”), and Big Chunk Corp., an Alaska corporation (“Guarantor”), on the dates set forth on Schedule A hereto and at, about or after the date of this Agreement as described in the Security Agreement referred to in Section 1(a) below (collectively herein the “Notes”).

THIRD MODIFICATION AND AMENDMENT AGREEMENT
Third Modification and Amendment Agreement • July 31st, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining

This Third Modification and Amendment Agreement (“Agreement”) dated as of July 29, 2008 is entered into by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”) and the subscribers identified on the signature page hereto (each herein a “Subscriber” and collectively “Subscribers” or the “Parties”).

MODIFICATION AND AMENDMENT AGREEMENT
Modification and Amendment Agreement • April 23rd, 2008 • Liberty Star Uranium & Metals Corp. • Metal mining

This Modification and Amendment Agreement (“Agreement”) dated as of February 20, 2008 is entered into by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”) and the subscribers identified on the signature page hereto (each herein a “Subscriber” and collectively “Subscribers” or the “Parties”).

EXHIBIT E LOCKUP AGREEMENT
Exhibit E • May 26th, 2009 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

This AGREEMENT (the "Agreement") is made as of the ____ day of May, 2009, by James Briscoe ("Holder"), in connection with his ownership of shares of Liberty Star Uranium & Metals Corp., a Nevada corporation (the "Company").

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 19th, 2005 • Liberty Star Gold Corp • Services-business services, nec • Arizona

THIS REGISTRATION RIGHTS AGREEMENT, dated as of February 28, 2005 (this "Agreement"), is made by and between LIBERTY STAR GOLD CORP., a Nevada corporation with headquarters located at 2766 N. Country Club Road, Tucson, Arizona 85716 (the “Company”), and each entity named on a signature page hereto (each, an “Investor”).

PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • October 11th, 2024 • Liberty Star Uranium & Metals Corp. • Metal mining • Georgia

PLACEMENT AGENT AGREEMENT dated as of September 30, 2024 (this “Agreement”) by and between Liberty Star Uranium & Metals Corp. (the “Company” or “Issuer” or “Liberty”) and Moody Capital Solutions, Inc. (the “Placement Agent” or “Moody Capital”).

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