REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 23rd, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 7, 2011, between Li3 Energy, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, and each investor party to an identical agreement entered into in connection with the Concurrent Offerings, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 19, 2011, between Li3 Energy, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENT between LI3 ENERGY, INC. and POSCO CANADA LTD. Dated as of August 24, 2011Securities Purchase Agreement • August 26th, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 24, 2011, between Li3 Energy, Inc., a Nevada corporation (the “Company”), and POSCO Canada Ltd., a corporation duly organized and existing under the laws of the Province of British Columbia (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 15th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of _____________, 2010, between Li3 Energy, Inc., a Nevada corporation (the “Company”) and the persons who have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).
SPLIT-OFF AGREEMENTSplit-Off Agreement • May 14th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This SPLIT-OFF AGREEMENT, dated as of December 1, 2009 (this “Agreement”), is entered into by and among Li3 Energy, Inc., formerly known as NanoDynamics Holdings, Inc., a Nevada corporation (“Seller”), Mystica Candle, Inc., a Nevada corporation (“Split-Off Subsidiary”), and Jon Suk (“Buyer”).
EMPLOYMENT SERVICES AGREEMENTEmployment Services Agreement • September 21st, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Employment Services Agreement (the “Agreement”) is entered into as of the 1st day of December, 2011, by and between Li3 Energy, Inc., a Nevada corporation, with a business address of Av. Pardo y Aliaga 699 Of. 802 Lima 27, Perú (the “Company”), and Luis Santillana, an individual residing at Flat 5, 1 Somerset Road, London, SW19 5JU (“Executive”).
SUBSCRIPTION AGREEMENT FOR MYSTICA CANDLE CORP.Subscription Agreement • August 19th, 2005 • Mystica Candle Corp.
Li3 ENERGY INC. INVESTMENT AGREEMENTInvestment Agreement • March 15th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • Georgia
THIS INVESTMENT AGREEMENT DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION OF AN OFFER TO PURCHASE, ANY OF THE SECURITIES DESCRIBED HEREIN BY OR TO ANY PERSON IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL. THESE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES AUTHORITIES, NOR HAVE SUCH AUTHORITIES CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 8th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • Georgia
This Registration Rights Agreement (this "Agreement"), dated as of December 2, 2010, by and between Li3 Energy, Inc., a Nevada corporation (the "Company"), and Centurion Private Equity, LLC, a limited liability company organized under the laws of the state of Arizona (”Investor” or the “Holder”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • December 15th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
SCHEDULE 1 (Outstanding Registration Rights)Investor's Rights Agreement • March 15th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
The discussion under the caption “Registration Rights,” on page 81 of the prospectus included in the Registration Statement on Form S-1 filed by the Company on July 1, 2011, is incorporated herein by reference.
STOCK OPTION AGREEMENT LI3 ENERGY, INC.Stock Option Agreement • November 16th, 2009 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
Erwin & Thompson LLP A Limited Liability Partnership Including Professional CorporationsLegal Counsel Agreement • February 23rd, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
We have acted as counsel for Li3 Energy, Inc., a Nevada corporation (the “Corporation”), on matters of Nevada law in connection with the Corporation’s filing of a Registration Statement on Form S-1 (File No. 333-175329) (the “Registration Statement”) under the Securities Act of 1933, as amended (the “Securities Act”), with the United States Securities and Exchange Commission (the “Commission”), pursuant to which 42,797,918 shares (the “Shares”) of the Corporation’s common stock par value $0.001 per share (“Li3 Common Stock”), and warrants (the “Warrants”) to acquire 40,838,832 shares of Li3 Common Stock (the “Warrant Shares”) will be registered.
STOCK PURCHASE AGREEMENT dated as of August 3, 2010 between Li3 Energy, Inc., Pacific Road Capital A Pty. Limited, as trustee for Pacific Road Resources Fund A, Pacific Road Capital B Pty. Limited, as trustee for Pacific Road Resources Fund B and...Stock Purchase Agreement • March 15th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
STOCK PURCHASE AGREEMENT, dated as of August 3, 2010 (the “Agreement”), between Li3 Energy, Inc., a Nevada corporation (“Buyer”), and Pacific Road Capital A Pty. Limited, as trustee for Pacific Road Resources Fund A, a trust governed by the laws of Australia (“Fund A”), Pacific Road Capital B Pty. Limited, as trustee for Pacific Road Resources Fund B, a trust governed by the laws of Australia (“Fund B”), and Pacific Road Capital Management G.P. Limited, as General Partner of Pacific Road Resources Fund L.P., limited partnership formed and registered under the laws of England and Wales (“PR Partnership” and, together with Fund A and Fund B, “Sellers”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG Li3 ENERGY, INC.,Merger Agreement • May 21st, 2013 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 21, 2013 by and among, Blue Wolf Mongolia Holdings Corp., a British Virgin Islands business company (the “Company”), Blue Wolf Acquisition Sub, Inc., a Nevada corporation and a wholly owned subsidiary of the Company (“Merger Sub”), and Li3 Energy, Inc., a Nevada corporation (“Li3”). The Company, Merger Sub, and Li3 are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
FRAMEWORK CONTRACT OF MINING PROJECT DEVELOPMENT AND BUYING AND SELLING OF SHARES OF SOCIEDAD LEGAL MINERA LITIO UNO DE LA SIERRA HOYADA DE MARICUNGA AND OTHERS MINERA LI ENERGY SPA TO JORGE RODION BARROZO SANKAN AND OTHERSFramework Contract of Mining Project Development and Buying and Selling of Shares • May 23rd, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
IN SANTIAGO OF CHILE, on May 20, 2011, there appears before me, PATRICIO ZALDIVAR MACKENNA, lawyer, Head Notary of the Eighteenth Notary of Santiago, domiciled at Bandera 341, Office 857, Santiago: for one party, (i) Mr. JORGE RODIÓN BARROZO SANKAN, Chilean, single, civil engineer, ID card No 7,218,037-2, domiciled in this city, at Avenida Irarrázabal No. 1729, apartment No. 202, community of Ñuñoa; (ii) CARLOS ROBERTO GAONA VELASCO, Chilean, married, civil engineer, ID card No. 6,979,101-8, domiciled in this city at Los Gomeros street No. 1643, community of Vitacura; (iii) CHRISTIAN RICARDO HIDALGO REYES, Chilean, married, commercial agent, ID card No. 11,932,965-5, domiciled in this city, duly represented, as will be accredited, by Mr. RICARDO NORBERTO HIDALGO YANSSEN, Chilean, married, entrepreneur, ID card No. 5,019,761-1, both domiciled in this city at Luz street No. 3,040, apartment No. 601, community of Las Condes; (iv) JEAN PIERRE NACIFF CATALANO, Chilean, married, engineer, ID
AMENDMENT NO. 1 TO EMPLOYMENT SERVICES AGREEMENTEmployment Services Agreement • April 9th, 2015 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This Amendment No. 1 to the Employment Services Agreement (this “Amendment”), is entered into as of April 8, 2015, by and between Li3 Energy, Inc., a Nevada corporation (the “Company”), and Luis Saenz (the “Executive” and, together with the Company, “the Parties”).
INVESTMENT AGREEMENT MINERA SALAR BLANCO S.A.; MINERA SALAR BLANCO SpA; MINERA LI ENERGY SPA; LITHIUM POWER INVERSIONES CHILE SpA; AND LITHIUM POWER INTERNATIONAL LIMITED September 12, 2016 INVESTMENT AGREEMENTInvestment Agreement • August 10th, 2017 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
AMENDING AGREEMENTAmending Agreement • March 15th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
THIS AMENDING AGREEMENT is made as of the 30th day of March 2011, among Li3 Energy, Inc. (“Li3”), Pacific Road Capital A Pty Ltd, as trustee for Pacific Road Resources Fund A (“Fund A”), Pacific Road Capital B Pty Ltd, as trustee for Pacific Road Resources Fund B (“Fund B”) and Pacific Road Capital Management G.P. Limited, as General Partner of Pacific Road Resources Fund L.P. (“PR Partnership”).
ContractUnsecured Convertible Promissory Note • May 19th, 2016 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT HERETO OR THERETO UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
Exhibit B FORM OF VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 2nd, 2017 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of [●], 2017 by and among Bearing Resources Ltd., a corporation organized under the laws of British Columbia, Canada (“Bearing”), LI Acquisition Corporation, a Nevada corporation (“Sub”), Li3 Energy Inc., a Nevada corporation (the “Company”), and the undersigned stockholder of the Company (“Stockholder”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 16th, 2009 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of a minimum of 4,000,000 ($1,000,000) (the “Minimum Amount”) and a maximum of 12,000,000 ($3,000,000) (the “Maximum Amount”),with an over-allotment option of 1,200,000 ($300,000), units of securities (the “PPO Units”) issued by Li3 Energy, Inc., a Nevada Corporation (the “Company”), at a purchase price of $0.25 per PPO Unit, with a minimum subscription of $25,000 (100,000 Units), subject to the Company’s right, in its sole discretion to accept subscriptions for less than $25,000). Each PPO Unit consists of (i) one share of the Company’s common stock, par value $0.001 per share (“Common Stock”), (ii) a warrant, substantially in the form of Exhibit A attached hereto (the “A Warrants”), representing the right to purchase one-half of one (0.5) share of Common Stock, exercisab
The purpose of this letter is to submit to you an offer of a “SHARE PURCHASE AGREEMENT” (the “Offer” and the “Agreement”, respectively) to be entered into by LI3 ENERGY, INC. on one side, and BEATRIZ SILVIA VAZQUEZ NISTICO and DANIEL BORIS GORDON, on...Share Purchase Agreement • May 14th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
This Offer will be considered as fully accepted if LI3 Energy Inc. delivers an acceptance letter duly signed by its representative, in substantially the same terms attached hereto as APPENDIX B (the “Acceptance Letter”,) within 1 day from the reception of the present letter.
SHAREHOLDERS’ AGREEMENT MINERA LI ENERGY SpAShareholders Agreement • May 15th, 2014 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
In Santiago, Chile, on January 27, 2014, appear before me: Li3 ENERGY INC., company incorporated under the laws of the State of Nevada, of the United States of North America, with the trade activity of producing and commercializing minerals, Single Taxing No. (Rol Único Tributario) No. 59.176.370-9, represented by Mr. Luis Francisco Sáenz Rocha, Bolivian, married, economist, Passport No. 2.233.208 issued of the Republic of Bolivia 2233208, both bearing legal residence for these purposes in this city, at Calle Marchant Pereira No. 150, Oficina 802, District of Providencia, Santiago, Chile (hereinafter "Li3"), on the one hand; and on the other, BBL SpA, company incorporated in Chile, of the investment trade activity, Single Taxing No. (Rol Único Tributario) 76.319.337-3, represented herein conventionally and jointly by Mr. Andrés Lafuente Domínguez, Chilean, married, business administration mayor, National Identification Card No. 10.771.410-3 and by Mr. Francisco Bartucevic Sánchez, Chil
AGREEMENTShareholders Agreement • September 12th, 2016 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
LI3 ENERGY INC. (“LI3” and together with MSB, the “Parties”), a company duly incorporated under the laws of the State of Nevada, United States of America.
ADDENDUM - MASTER OPTION AGREEMENTMaster Option Agreement • November 4th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
NOW THEREFORE THIS ADDENDUM WITNESSES THAT, in consideration of foregoing, and intending to be legally bound by the terms set forth hereof, the Parties agree as follows.
AMENDMENT No.1 TO CONTRACTOR SERVICES AGREEMENTContractor Services Agreement • July 5th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This AMENDMENT No.1 (this “Amendment”), dated as of June 30, 2012, amends the CONTRACTOR SERVICES AGREEMENT, dated as of November 23, 2011 (the “Agreement”), by and between Li3 Energy, Inc., a Nevada corporation (the “Company”), and R&M Global Advisors, Inc., a Texas Limited Liability Company (“Contractor”). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement.
ASSET PURCHASE AGREEMENT dated as of February 16, 2010 among Li3 Energy, Inc., Next Lithium Corp. and Next Lithium (Nevada) Corp.Asset Purchase Agreement • March 18th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
ASSET PURCHASE AGREEMENT, dated as of February 16, 2010 (the “Agreement”), among Li3 Energy, Inc., a Nevada corporation (“Buyer”), Next Lithium Corp., an Ontario corporation (“Next”) and Next Lithium (Nevada) Corp., a Nevada corporation (“Next Nevada,” and, together with Next, the “Seller Group”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG BEARING RESOURCES LTD., AND Li3 ENERGY, INC. Dated as of January 27, 2017Merger Agreement • February 2nd, 2017 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada
SHARES PURCHASE SALE CONTRACT OF THE COMPANY, COMPAÑÍA LEGAL MINERA "COCINA DIECINUEVE DE LA HOYADA DE MARICUNGA” MINERA LI ENERGY SpA TOShares Purchase Sale Contract • May 1st, 2013 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
Copiapó, Republic of Chile, on the sixteenth of April, 2013, before me, HERNAN CAÑAS ES, Attorney, Notary Public and Registrar of Mines and Title Holder of this Province with offices on Calle O'Higgins No. 676, Appear before me on the one hand, Mr. JOSÉ RESK NARA, Chilean, married, mining entrepreneur, National Identification No. 3.617.130-8, bearing legal residence in this city, Calle Chañarcillo No. 715, hereinafter indistinctly referred to as the el “Seller”; on the one hand, and on the other hand, MINERA LI ENERGY SpA, stock company of the mining trade activity, incorporated according to the laws of Chile, Single Taxing No. 76.102.972-K, represented hereto by Messrs. Luis Sáenz Rocha, Bolivian, married, economist, passport of the Republic of Bolivia No. 2233208, and Carlos Roberto Gaona Velasco, Chilean, married, civil engineer, National Identification No. 6.979.101-1, all bearing legal residence for these purposes on Calle Marchant Pereira 150, Oficina 803, District of Providencia
CONTRACTOR SERVICES AGREEMENTContractor Services Agreement • November 29th, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • Texas
This Contractor Services Agreement (the “Agreement”) is entered into as of the 23rd day of November, 2011, by and between Li3 Energy, Inc., a Nevada corporation, with a business address of Av. Pardo y Aliaga 699 Of. 802 Lima 27, Perú (the “Company”), and R&M Global Advisors, Inc., a Texas Limited Liability Company, with a business address of 6363 Woodway Dr., Suite 1000, Houston, Texas 77057 (“Contractor”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • February 22nd, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of up to 4,000,000 units of securities (the “PPO Units”) issued by Li3 Energy, Inc., a Nevada Corporation (the “Company”), at a purchase price of $0.05 per PPO Unit. Each PPO Unit consists of (i) one share of the Company’s common stock, par value $0.001 per share (“Common Stock”), and (ii) a warrant, substantially in the form of Exhibit A hereto (the “Warrant”), representing the right to purchase one share of Common Stock, exercisable from issuance until five years after the final Closing of the Offering at an exercise price of $0.05 per share. This subscription is being submitted to you in accordance with and subject to the terms and conditions described in this Agreement and the term sheet of the Company attached hereto as Exhibit B (the “Term Sheet”), relating to the Of
SECURITIES PURCHASE AGREEMENT between LI3 ENERGY, INC. and POSCO CANADA LTD. Dated as of August 24, 2011Securities Purchase Agreement • March 15th, 2012 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 24, 2011, between Li3 Energy, Inc., a Nevada corporation (the “Company”), and POSCO Canada Ltd., a corporation duly organized and existing under the laws of the Province of British Columbia (the “Purchaser”).
AMENDMENT NO. 2 TO EMPLOYMENT SERVICES AGREEMENTEmployment Services Agreement • March 7th, 2016 • Li3 Energy, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This Amendment No. 2 to the Employment Services Agreement (this “Amendment”), is entered into as of March 4, 2016, by and between Li3 Energy, Inc., a Nevada corporation (the “Company”), and Luis Saenz (the “Executive” and, together with the Company, “the Parties”).
EMPLOYMENT SERVICES AGREEMENTEmployment Services Agreement • November 4th, 2010 • Li3 Energy, Inc. • Miscellaneous manufacturing industries • New York
This Employment Services Agreement (the “Agreement”) is entered into as of the 11th day of August, 2010, by and between Li3 Energy, Inc., a Nevada corporation, with a business address of Av. Pardo y Aliaga 699 Of. 802 Lima 27, Perú (the “Company”), and MIZ Comercializadora, S. de R.L., a registered company in Honduras, with a business address of Calle Principal de El Hatillo, km 8.2 frente Villa San Jorge, Tegucigalpa, Honduras (“Contractor”).
