REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2008 • Sterling Mining CO • Metal mining
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 5, 2008, between Sterling Mining Company, an Idaho corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
ContractSecurity Agreement • May 6th, 2008 • Sterling Mining CO • Metal mining
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
ContractSecurities Agreement • May 6th, 2008 • Sterling Mining CO • Metal mining
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 6th, 2008 • Sterling Mining CO • Metal mining • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 5, 2008, between Sterling Mining Company, an Idaho corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ContractMining Lease Agreement • December 14th, 2005 • Sterling Mining CO
This Mining Lease Agreement (“Agreement”) is made and entered into by and between New Era Mines, Inc., an Idaho corporation, and Sterling Mining Company, an Idaho corporation.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 8th, 2007 • Sterling Mining CO • Metal mining • Ontario
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 2nd day of August, 2007 by and among Sterling Mining Company, a corporation incorporated under the laws of Idaho (the “Company”), TD Securities Inc. and Blackmont Capital Inc. (collectively, the “Agents”) on behalf of each purchaser in the offering by the Company of Units and in connection with the agency agreement, dated August 2, 2007 (the “Agency Agreement”), between the Company and the Agents.
EMPLOYMENT AGREEMENTEmployment Agreement • March 14th, 2007 • Sterling Mining CO • Metal mining • Idaho
WHEREAS, the Company recognizes that the current business environment makes it difficult to attract and retain highly qualified executives unless a certain degree of security can be offered to such individuals against organizational and personnel changes which frequently follow changes in control of a corporation; and
STERLING MINING COMPANY SUBSCRIPTION AGREEMENT FOR UNITSSubscription Agreement • January 22nd, 2007 • Sterling Mining CO • Metal mining • Ontario
The Subscriber (as hereinafter defined) hereby irrevocably subscribes for and agrees to purchase from Sterling Mining Company (the “Company”) that number of units of the Company (the “Units”) set out below at a price of US$2.30 per Unit. Each Unit is comprised of one share of the Company’s common stock, par value $0.05 per share (the “Common Shares”) and one Series A Common Share purchase warrant (the “Warrants”). Each Warrant is exercisable for one Common Share at an exercise price of US$4.25 for 24 months following the Closing Date. 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 Company and the Agents may rely upon the Subscriber’s representations, warranties and covenants contained in such documents.
NON-DISCLOSURE AGREEMENTNon-Disclosure Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
This Non-Disclosure Agreement (hereinafter the “Agreement”) is made and entered into on May 4, 2005 by and between the Affiliated Companies, which included but are not limited to, Silver Valley Capital, Sterling Mining Company, Kimberly Gold Mines, Inc. Shoshone Silver Mining Company (hereinafter the “Company”), and Michael L. Mooney (hereinafter “Employee”).
AGENCY AGREEMENTAgency Agreement • August 8th, 2007 • Sterling Mining CO • Metal mining • Ontario
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • June 23rd, 2008 • Sterling Mining CO • Metal mining
THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”), dated as of June 17, 2008 is made by STERLING MINING COMPANY, an Idaho corporation (“Borrower”) to and for the benefit of those individuals/entities listed on the attached Exhibit “A,” and their successors and assigns (“Lender”).
MINERAL LEASE AGREEMENTMineral Lease Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
THIS AGREEMENT is made effective as of the 26th day of November, 2004 (the “Effective Date”), regardless of the actual dates of execution, by and between TIMBERLINE RESOURCES CORPORATION, an Idaho corporation, hereinafter designated as “Owner”, and STERLING MINING COMPANY, an Idaho corporation, hereinafter designated as “Sterling.” Sterling and Owner may be referenced jointly in this Agreement as the “Parties” or singly as a “Party.”
Attention: Mr. Ken Berscht PresidentAcquisition Agreement • July 25th, 2008 • Sterling Mining CO • Metal mining
The purpose of this letter agreement (together with all schedules, exhibits and amendments, if any, this “Agreement”) is to confirm and set forth the offer by Minco Silver Corporation (“Minco Silver”) to Sterling Mining Company (“Sterling”), on the basis of the terms set out below (the “Transaction”). Although this Agreement is intended to bind the parties, it is agreed that the terms set forth below will provide the basis upon which Minco Silver and Sterling will negotiate in good faith a definitive agreement regarding the Transaction (the “Definitive Agreement”) which will supersede this Agreement, and which is a condition of our completing the Transaction.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 24th, 2006 • Sterling Mining CO • Metal mining • Idaho
THIS AGREEMENT (this “Agreement”) is made as of October 20, 2006, by and between STERLING MINING COMPANY, an Idaho corporation (hereinafter referred to as “Purchaser”), and ESSENTIAL METALS CORPORATION, an Idaho corporation (hereinafter referred to as “Seller”).
AMENDMENT TO MINING LEASE AND AGREEMENTMining Lease and Agreement • May 22nd, 2006 • Sterling Mining CO • Metal mining
This Amendment to Mining Lease and Agreement is entered into this 15th day of February, 2006 by and between Sunshine Precious Metals, Inc., a Delaware corporation (hereinafter referred to as “Sunshine”) and Sterling Mining Company, an Idaho corporation (hereinafter referred to as “Sterling”).
AGREEMENTMining Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth and in consideration of the mutual benefits to accrue and expected to accrue to the parties hereto from this Agreement, the adequacy and sufficiency thereof is hereby acknowledge, the parties agree with each other as follows:
STERLING MINING COMPANY Option For The Purchase Of _______________ Shares Of Common Stock Par Value $0.05 STOCK OPTION AGREEMENTStock Option Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
This is to certify that, for value received, ______________________________ (the “Optionee”) is entitled to purchase from STERLING MINING COMPANY (the “Company” or “Corporation”), on the terms and conditions hereinafter set forth, all or any part of ________________________ shares (“Option Shares”) of the Company’s common stock, par value $0.05 (the “Common Stock”), at the purchase price of $_________ per share (“Option Price”). Upon exercise of this option in whole or in part, a certificate for the Option Shares so purchased shall be issued and delivered to the Optionee. If less than the total option is exercised, a new option of similar tenor shall be issued for the unexercised portion of the options represented by this Agreement.
THE UNITS, CONSISTING OF COMMON STOCK AND WARRANTS (INCLUDING THE COMMON STOCK UNDERLYING THE WARRANTS) OF STERLING MINING COMPANY DESCRIBED IN THE STATEMENT OF OFFERING DATED JUNE 30, 2007 (the “Statement”), AND THIS SUBSCRIPTION AGREEMENT (this...Subscription Agreement • August 8th, 2007 • Sterling Mining CO • Metal mining
This Agreement shall constitute the irrevocable offer of the undersigned to purchase from Sterling Mining Company, an Idaho corporation (the “Company”) Units, in the amounts and subject to the terms set forth in the Statement and this Agreement. On execution by both parties, this Agreement shall become a bilateral agreement binding on both the undersigned and the Company. Each part of this Agreement must be completed by the undersigned and, by execution below, the undersigned acknowledges that he, she or it understands that the Company is relying on the accuracy and completeness hereof in complying with its obligations under applicable securities laws.
AGREEMENT & ASSIGNMENTCamp Project Agreement • August 14th, 2006 • Sterling Mining CO • Metal mining • Idaho
THIS AGREEMENT is entered into this 20th day of April, 2006 and is by and between STERLING MINING COMPANY, an Idaho corporation of P.O. Box 2838, Coeur d’Alene, Idaho, 83816 (hereinafter referred to as “SMC”), and NEW JERSEY MINING COMPANY of P.O. Box 1019, Kellogg, Idaho, 83837, (hereinafter referred to as “NJMC”).
STERLING MINING COMPANY Sunshine Mine October 18, 2003Equipment Purchase Agreement • December 14th, 2005 • Sterling Mining CO
It is hereby agreed, that Sterling Mining Company will pay to ARl the sum of $396,000US, in consideration for all mine equipment as specified in Exhibit 2 of this agreement (with the exception of the Austin Crane). This sum will be paid in six monthly installments of $66,000US.
ContractLetter of Intention • December 14th, 2005 • Sterling Mining CO
Letter of Intention entered by and between MINERA SAN ACACIO, S.A. DE C.V., AMADO MESTA HOWARD with MARTIN BERNARDO SUTTI COURTADE and/or STERLING MINING DE MEXICO, S.A. DE C.V. In this act, Mr. AMADO MESTA HOWARD is acting by his own and as the legal representative of MINERA SAN ACACIO, S.A. DE C.V. with the purpose of lending (with option to purchase) the mining concessions listed within Attachment A to MARTIN BERNARDO SUTTI COURTADE and/or to STERLING MINING DE MEXICO, S.A. DE C.V. The present act has the following:
LEASE AGREEMENT PARCELA “71 ZAP/1” ENTERED INTO BY AND BETWEEN MR. MARTIN BERNARDO SUTTI COURTADE AND THE COMPANY NAMED STERLING MINING DE MEXICO,Lease Agreement • December 14th, 2005 • Sterling Mining CO
LEASE AGREEMENT ENTERED INTO BY AND BETWEEN MR. MARTIN BERNARDO SUTTI COURTADE HEREIN AFTER, (“THE LESSOR”), AND THE COMPANY “STERLING MINING DE MEXICO, S.A. DE C.V.”, REPRESENTED BY ITS LEGAL REPRESENTATIVE MR. RAYMOND KUMLER DE MOTTE, HEREIN AFTER (“THE LESSEE”); HAVING BOTH PARTIES TO OBSERVE THE FOLLOWING DECLARATIONS AND CLAUSES:
MINING LEASE AND AGREEMENTMining Lease Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
STOCK SUBSCRIPTION AGREEMENT (Foreign Investors) STERLING MINING COMPANY, INC.Stock Subscription Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
Sterling Mining Company, Inc., an Idaho (U.S.A.) corporation with an address at 2201 North Government Way, Professional Plaza Suite E, Coeur d’Alene ID 83814, U.S.A., (the “Issuer”)
STERLING MINING LEASEMining Lease • December 14th, 2005 • Sterling Mining CO
THIS MINING LEASE, effective as of the 23rd day of April, 1996, regardless of the actual times of signing and acknowledgment, between STERLING MINING COMPANY, an Idaho corporation, hereinafter called Lessor, and SILVER VALLEY RESOURCES CORPORATION, a Delaware Corporation, hereinafter called Lessee,
STOCK SUBSCRIPTION AGREEMENT FOR STERLING MINING COMPANY an Idaho corporationStock Subscription Agreement • August 14th, 2006 • Sterling Mining CO • Metal mining • Idaho
EMPLOYMENT AGREEMENT THIS AGREEMENT (“Agreement”) effective as of the Fifth day of May, 2005 BETWEEN: Sterling Mining Company Coeur d’Alene, ID 83314 (the “Company”) -and- Michael L. Mooney Secretary and Assistant Treasurer 10914 E. #5th Avenue...Employment Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
WHEREAS, the Company recognizes that the current business environment makes it difficult to attract and retain highly qualified executives unless a certain degree of security can be offered to such individuals against organizational and personnel changes which frequently follow changes in control of a corporation; and
MINING LEASE AND AGREEMENTMining Lease and Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
STERLING MINING COMPANY SUBSCRIPTION AGREEMENT FOR SPECIAL WARRANTSSubscription Agreement • August 8th, 2007 • Sterling Mining CO • Metal mining • Ontario
The Subscriber (as hereinafter defined) hereby irrevocably subscribes for and agrees to purchase from Sterling Mining Company (the “Company”) that number of special warrants of the Company (the “Special Warrants”) set out below at a price of US$3.25per Special Warrant. Each Special Warrant is convertible into one share of the Company’s common stock (the “Common Shares”) and one-half of one Common Share purchase warrant (the “Warrants”). Each whole Warrant is exercisable for one Common Share at an exercise price of US$4.10 for 24 months following the Closing Date (as defined below). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Special Warrants” including, without limitation, the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that the Company and the Agents (defined herein) may rely upon the Subscriber’s
MINING LEASE AND AGREEMENTMining Lease and Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
MINING LEASE AGREEMENTMining Lease Agreement • December 14th, 2005 • Sterling Mining CO
This lease agreement is made effective January 15, 2003, between James Ebisch and Ryan Reich (Lessors), and Sterling Mining (Lessee).
COMMERCIAL LEASECommercial Lease • December 14th, 2005 • Sterling Mining CO
This lease is made between SILVER VALLEY CAPITAL, LLC of P.O. BOX 1706, COEUR D’ALENE, ID 83816, herein called Lessor, and STERLING MINING COMPANY, of 411 COEUR D’ALENE AVE., COEUR D’ALENE, ID 83814, herein called Lessee.
MINING LEASE AND AGREEMENTMining Lease and Agreement • December 14th, 2005 • Sterling Mining CO
Sunshine is the owner and lessee of certain mineral rights in Shoshone County, Idaho, as more particularly set forth in Exhibits “A”, “B” and “C”. Sunshine hereby leases those mineral rights to Sterling for the purposes of exploration, development and mining. Sunshine also owns certain mining equipment and personal property more particularly set forth in Exhibit “D”. The rights and obligations of each party are set forth herein, and the parties agree that the whole agreement between them is herein written. American Reclamation, Inc. is the majority shareholder of Sunshine, and its consent and approval of this Lease is necessary.
ContractExploitation Agreement • December 14th, 2005 • Sterling Mining CO
EXPLOITATION AGREEMENT ENTERED INTO BY AND BETWEEN MR. MARTIN BERNARDO SUTTI COURTADE (HEREIN AFTER “TAE GRANTOR”), AND THE CORPORATION STERLING MINING DE MEXICO, -S.A. DE C.V., REPRESENTED BY ITS REPRESENTATIVE RAYMOND KUMLER DE MOTTE, (HEREIN AFTER “THE BENEFICIARY”); HAVING BOTH PARTIES TO OBSERVE THE FOLLOWING DECLARATIONS AND CLAUSES:
MASCOT SILVER-LEAD MINES, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • December 14th, 2005 • Sterling Mining CO • Idaho
Sterling Mining Company, an Idaho corporation, (“Purchaser”) wishes to purchase 400,000 shares (“Securities”) of Mascot Silver-Lead Mines, Inc, from Mascot Silver-Lead Mines, Inc. (“Company”) at $0.14 per share.
