Exhibit 10.1 EXCHANGE AGREEMENTExchange Agreement • August 1st, 2006 • Nano Holdings International, Inc.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2010 • Nevada Gold Holdings, Inc. • Beverages • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of October 29, 2010, between Nevada Gold Holdings, Inc., a Delaware 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 • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages • New York
This SPLIT-OFF AGREEMENT, dated as of December 31, 2008 (this “Agreement”), is entered into by and among Nevada Gold Holdings, Inc., a Delaware corporation (“Seller”), Sunshine Group, Inc., a Delaware corporation (“Split-Off Subsidiary”), and Marion R. “Butch” Barnes, William D. Blanchard and Robert Barnes (each, “Buyer” and collectively, “Buyers”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among NEVADA GOLD HOLDINGS, INC. NEVADA GOLD ACQUISITION CORP. and NEVADA GOLD ENTERPRISES, INC. December 31, 2008Merger Agreement • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages • Nevada
SUBSCRIPTION AGREEMENTSubscription Agreement • November 8th, 2010 • Nevada Gold Holdings, Inc. • Beverages • 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 30,000,000 units (the “Minimum Amount”) and a maximum of 40,000,000 units (the “Maximum Amount”) of securities (the “PPO Units”), issued by Nevada Gold Holdings, Inc., a Delaware Corporation (the “Company”), at a purchase price of $0.10 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 $0.10 per share.
W I T N E S S E T H: - - - - - - - - - -Trademark Licensing Agreement • September 20th, 2006 • Nano Holdings International, Inc. • Beverages • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2010 • Nevada Gold Holdings, Inc. • Beverages • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 14, 2010, is entered into by and among Nevada Gold Holdings, Inc., a Delaware corporation (the “Company”), and the Buyer(s) set forth on the signature pages affixed hereto (individually, a “Buyer” or collectively “Buyers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 14th, 2009 • Nevada Gold Holdings, Inc. • Beverages • 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 200,000 shares and a maximum of 1,600,000 shares (after giving effect to the Stock Split described below) (the “Shares”) of common stock, par value $0.001 par value (“Common Stock”), of Nevada Gold Holdings, Inc. (f/k/a Nano Holdings International, Inc.), a Delaware corporation (the “Company”), at a purchase price of $0.25 per share.
SECURITY AGREEMENTSecurity Agreement • August 16th, 2010 • Nevada Gold Holdings, Inc. • Beverages • New York
THIS SECURITY AGREEMENT (“Agreement”) is made and entered into as of the 14th day of May, 2010, by and among Nevada Gold Holdings, Inc., a Delaware corporation (the “Company”), Nevada Gold Enterprises, Inc., a Nevada corporation (“Subsidiary”), and the Buyers (as defined below).
TECHNOLOGY DEVELOPMENT AGREEMENTTechnology Development Agreement • December 22nd, 2015 • Hk Battery Technology Inc • Motor vehicle parts & accessories • Delaware
This Fuel cell system Development Agreement is made and entered into this December 17th, 2015 (the “Effective Date”) by and between
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 27th, 2015 • Hk Battery Technology Inc • Beverages • California
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made this March 23, 2015 (“Effective Date”), by and between HK Battery Technology Inc., a Delaware corporation (the “Seller” or the “Company”), and Apollo Acquisition Corporation, a Cayman Islands corporation (the “Buyer”).
LOCK-UP LETTER AGREEMENTLock-Up Letter Agreement • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages • New York
Reference is made to the Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) by and among Nevada Gold Holdings, Inc., a Delaware corporation (the “Company”), Nevada Gold Enterprises, Inc., a Nevada corporation (“Nevada Gold”), and Nevada Gold Acquisition Corp. a Nevada corporation and a wholly owned subsidiary of the Company (the “Transactions”). In connection with the Merger Agreement, Nevada Gold stockholders shall receive shares of common stock, par value $0.001 per share (“Common Stock”), of the Company in consideration for shares of Nevada Gold held by them at the effective time of the merger. In consideration of the Company and Nevada Gold entering into the Merger Agreement, the undersigned hereby agrees as follows:
FIRST AMENDMENT AGREEMENT TO PROMISSORY NOTESPromissory Notes • August 10th, 2007 • Nano Holdings International, Inc. • Beverages
This FIRST AMENDMENT AGREEMENT TO PROMISSORY NOTES (this "Agreement") is made and entered on August 1, 2007, to be effective as of July 31, 2007 (the “Effective Date”) by and between Nano Holdings International, Inc., a Delaware company (“Nano”) and Jenadosa Holdings Limited (“Jenadosa”), each individually a “Party,” and collectively the “Parties.”
ADDENDUM TO SUBSCRIPTION AGREEMENTSubscription Agreement • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages
AGREEMENT AND RELEASEAgreement and Release • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages • New York
This Agreement and Release (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) and David Mathewson, an individual residing at 1265 Mesa Drive, Fernley, NV 89408 (“Mathewson”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 27th, 2015 • Hk Battery Technology Inc • Beverages • California
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made this August 21, 2015 (“Effective Date”), by and between HK Battery Technology Inc., a Delaware corporation (the “Seller” or the “Company”), and Lianyungang HK New Energy Vehicle System Integration Corporation, a company organized under the laws of the People’s Republic of China (the “Buyer”).
HK BATTERY TECHNOLOGY, INC. STOCK CANCELLATION AGREEMENT AND RELEASEStock Cancellation Agreement • March 22nd, 2016 • Hk Battery Technology Inc • Motor vehicle parts & accessories • California
This STOCK CANCELLATION AGREEMENT (the “Cancellation Agreement”) is made and entered into as of the 15 day of March, 2016 (the “Effective Date”), by and between HK Battery Technology, Inc., a Delaware corporation (the “Company”), and Lianyungang HK New Energy Vehicle System Integration Corporation, a company organized under the laws of the People’s Republic of China (“Stockholder”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 26th, 2009 • Nevada Gold Holdings, Inc. • Beverages • 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 and a maximum of 8,000,000 units of securities (the “PPO Units”) issued by Nevada Gold Holdings, Inc., a Nevada Corporation (the “Company”), at a purchase price of $0.25 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 attached hereto (the “Warrants”), representing the right to purchase one share of Common Stock, exercisable for a period of five years at an exercise price of $0.50 per whole share; and in the event the Offering is oversubscribed, the Company may, in its discretion, sell up to 1,000,000 additional Units at the same purchase price per Unit.
HK BATTERY TECHNOLOGY, INC. AMENDMENT TO STOCK CANCELLATION AGREEMENT AND RELEASEStock Cancellation Agreement and Release • March 30th, 2016 • Hk Battery Technology Inc • Motor vehicle parts & accessories • California
This AMENDMENT TO CONSULTING AGREEMENT (this “Amendment”) is made and entered into as of March 23, 2016 (the “Effective Date”) by and between HK Battery Technology, Inc., a Delaware corporation (the “Company”), and Lianyungang HK New Energy Vehicle System Integration Corporation, a company organized under the laws of the People’s Republic of China (“Stockholder”).
GENERAL RELEASE AGREEMENTGeneral Release Agreement • January 7th, 2009 • Nevada Gold Holdings, Inc. • Beverages • New York
This GENERAL RELEASE AGREEMENT (this “Agreement”), dated as of December 31. 2008, is entered into by and among Nevada Gold Holdings, Inc., a Delaware corporation (“Seller”), Sunshine Group, Inc., a Delaware corporation (“Split-Off Subsidiary”), and Marion R. “Butch” Barnes, William D. Blanchard and Robert Barnes (each, “Buyer” and collectively, “Buyers”). In consideration of the mutual benefits to be derived from this Agreement, the covenants and agreements set forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the execution and delivery hereof, the parties hereto hereby agree as follows:
November 5, 2009 David C. MathewsonEmployment Agreement • April 20th, 2010 • Nevada Gold Holdings, Inc. • Beverages
EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2009 • Nevada Gold Holdings, Inc. • Beverages • Nevada
AGREEMENT, made effective as of January 1, 2009, by and between NEVADA GOLD HOLDINGS, INC., a corporation (the “Company”) incorporated under the laws of Nevada, and having an office at 1265 Mesa Drive, Fernley, Nevada 89408, and DAVID C. MATHEWSON (the “Employee”), an individual residing at 1265 Mesa Drive, Fernley, Nevada 89408;
Lianyungang HK Battery Technology Inc. Joint Venture AgreementJoint Venture Agreement • March 27th, 2015 • Hk Battery Technology Inc • Beverages
In accordance with the Law of the People’s Republic of China on Joint Ventures Using Chinese and Foreign Investment (the "Joint Venture Law"), The Company Law of the People’s Republic of China (the “Company Law”) and other relevant Chinese laws and regulations, HK BATTERY TECHNOLOGY INC., a company established and existing under the laws of Delaware USA with a business address 800 E Colorado Blvd., Suite 888, Pasadena, CA 91101 (“HKBT”); and JIANGSU NEW HEAD LINE DEVELOPMENT GROUP CO. LTD., a company established and existing under the laws of China, with a business address at Level 8 Wuchan Mansion, Tianshan Road, Lianyungang Economic and Technological Development Zone, Lianyungang, Jiangsu Povince, China (“NHLDG”); Agreement to jointly invest to set up a joint venture enterpirse, Liangyungang HK Battery Technology Inc. (the “Company”), in Lianyungang Economic and Technological Development Zone, and enter into this joint venture agreement (the “Agreement”).
Investor name and address]Subscription Agreement • August 26th, 2009 • Nevada Gold Holdings, Inc. • Beverages
You have previously entered into a Subscription Agreement (the “Agreement”) with Nevada Gold Holdings, Inc., a Nevada Corporation (the “Company”), in connection with the private placement offering (the “Offering”) of a minimum of 4,000,000 and a maximum of 8,000,000 units of securities (the “PPO Units”) issued by the Company, at a purchase price of $0.25 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 representing the right to purchase one share of Common Stock, exercisable for a period of five years at an exercise price of $0.50 per whole share; and in the event the Offering is oversubscribed, the Company may, in its discretion, sell up to 1,000,000 additional Units at the same purchase price per Unit.
