BETWEENPurchase and Sale Agreement • March 26th, 2015 • Bullfrog Gold Corp. • Metal mining • Nevada
EXHIBIT 10.3 FORM OF SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT ("Agreement") made as of this __ day of ___________, 2010, by and among KOPR RESOURCES CORP., a Delaware corporation (the "Company"), and the undersigned subscriber of securities...Subscription Agreement • February 16th, 2010 • Kopr Resources Corp. • Metal mining • Delaware
AUGUSTA GOLD CORP. as the Corporation and ENDEAVOR TRUST CORPORATION as the Warrant Agent WARRANT INDENTURE Providing for the Issue of Warrants Dated as of January 20, 2023Warrant Indenture • January 20th, 2023 • Augusta Gold Corp. • Metal mining • British Columbia
ENDEAVOR TRUST CORPORATION, a Trust Company authorized in British Columbia, Alberta, Manitoba, and Saskatchewan, and incorporated under the laws of the Province of British Columbia (the "Warrant Agent"),
Exhibit J JCL 01-30-87 780406 LEASE AGREEMENT BY THIS LEASE AGREEMENT effective as of the 5th day of February , 1987, by and between H. B. LAYNE CONTRACTOR, INC., an Indiana corporation, whose address is 2500 East Hallandale Beach Blvd., Penthouse I,...Lease Agreement • March 26th, 2015 • Bullfrog Gold Corp. • Metal mining • Nevada
BULLFROG GOLD CORP. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • October 6th, 2011 • Bullfrog Gold Corp. • Metal mining • Delaware
This Director and Officer Indemnification Agreement, dated as of _______ (this “Agreement”), is made by and between Bullfrog Gold Corp., a Delaware corporation (the “Company”), and _______ (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 4th, 2013 • Bullfrog Gold Corp. • Metal mining
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of 4th day of February 2013, among Bullfrog Gold Corp., a Delaware corporation (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”).
AGREEMENT OF MERGER AND PLAN OF REORGANIZATION BY AND AMONG BULLFROG GOLD CORP. BULLFROG GOLD ACQUISITION CORP. and STANDARD GOLD CORP. Dated as of September 30, 2011Merger Agreement • October 6th, 2011 • Bullfrog Gold Corp. • Metal mining • New York
THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into on September 30, 2011, by and among Bullfrog Gold Corp., a Delaware corporation (“Parent”), Bullfrog Gold Acquisition Corp., a Delaware corporation (“Acquisition Corp.”), which is a wholly-owned subsidiary of Parent, and Standard Gold Corp., a Nevada corporation (the “Company”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 30, 2011, is made by and between Bullfrog Gold Corp., a Delaware corporation (“Seller”), and each of the individuals listed under the heading “Buyers” on the signature page hereto (collectively, “Buyers”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 30th day of September 2011, by and between Bullfrog Gold Corp., a Delaware corporation headquartered at 897 Quail Run Drive, Grand Junction, CO 81505 and David Beling, an individual residing at 897 Quail Run Drive, Grand Junction, CO 81505 (“Executive”). As used herein, the “Effective Date” of this Agreement shall mean July 27, 2011.
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • October 6th, 2011 • Bullfrog Gold Corp. • Metal mining • Delaware
This INCENTIVE STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the ___ day of _____, 20__ (the “Grant Date”), is between Bullfrog Gold Corp., a Delaware corporation (the “Company”), and ______ (the “Optionee”), a key employee of the Company or of a Subsidiary of the Company (a “Related Corporation”), pursuant to the Company’s 2011 Equity Incentive Plan (the “Plan”).
NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • October 6th, 2011 • Bullfrog Gold Corp. • Metal mining • Delaware
This NONQUALIFIED STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the ___ day of ___, 20___ (the “Grant Date”), is between Bullfrog Gold Corp. (the “Company”) and ___ (the “Optionee”), a director, officer or employees of, or consultant or advisor to, the Company or a Subsidiary of the Company (a “Related Corporation”), pursuant to the Company’s 2011 Equity Incentive Plan (the “Plan”).
SUBSCRIPTION AGREEMENTSubscription Agreement • February 14th, 2019 • Bullfrog Gold Corp. • Metal mining • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Bullfrog Gold Corp., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), with each Unit consisting of one (1) share of the Company’s common stock and a warrant, as more fully described below, at a purchase price of Five Cents ($0.05) per Unit (the “Purchase Price”). Each Unit will consist of: (i) one(1) share of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares”) (or, at the election of any purchaser who would, as a result of purchase of Units become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company, one share of the Company’s Series B Preferred Stock, par value $0.0001 per share, which is convertible into one (1) share of Common Stock, with s
SUBSCRIPTION AGREEMENTSubscription Agreement • February 13th, 2009 • Kopr Resources Corp. • Delaware
ContractSecurity Agreement • December 12th, 2012 • Bullfrog Gold Corp. • Metal mining • Colorado
Agreement Execution version Security agreement Standard Gold Corp. RMB Australia Holdings Limited RMB Resources Inc. david.walton@herbertsmithfreehills.com
Agreement and plan of MergerMerger Agreement • September 8th, 2023 • Augusta Gold Corp. • Metal mining • Nevada
This Agreement and Plan of Merger (“Agreement”), is effective as of September 6, 2023, by and between Augusta Gold Corp., a Delaware corporation (“Merging Corporation”), and Augusta Gold Corp., a Nevada corporation and wholly-owned subsidiary of Merging Corporation (the “Surviving Corporation”), pursuant to Section 253 of the General Corporation Law of the State of Delaware (the “DGCL”) and Chapter 92A.190 of the Nevada Revised Statutes (the “NRS”). Surviving Corporation and Merging Corporation are sometimes referred to herein collectively as the “Constituent Entities”.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Bullfrog Gold Corp., a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), with each Unit consisting of one (1) share of the Company’s common stock and a warrant, as more fully described below, at a purchase price of Forty Cents ($0.40) per Unit (the “Purchase Price”). Each Unit will consist of: (i) one (1) share of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares”) (or, at the election of any purchaser who would, as a result of purchase of Units become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company, one share of the Company’s Series A Preferred Stock, par value $0.0001 per share, which is convertible into one (1) share of Common Stock, with s
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT AGREEMENTConveyance, Transfer and Assignment Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
This Agreement of Conveyance, Transfer and Assignment Agreement (“Agreement”) is made as of August 30, 2011, by and between Aurum National Holdings Ltd., a Wyoming corporation, with an address of 1501-1228 Marinaside Crescent, Vancouver, BC Canada V6Z 2W4 (“Assignor”), and Standard Gold Corp. a Nevada corporation (“Assignee”).
AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • March 28th, 2024 • Augusta Gold Corp. • Metal mining • Nevada
This Amended and Restated Guaranty and Security Agreement, dated as of March 27, 2024 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Security Agreement”), made by and among Augusta Gold Corp., a Nevada corporation, (the “Company”), Bullfrog Mines LLC, a Delaware limited liability company (“Bullfrog”), CR Reward LLC, a Nevada limited liability company (“Reward”), Rocky Mountain Minerals Corp., a Nevada corporation (“RMMC”), Standard Gold Corp., a Nevada (“Standard”), and Augusta Gold (BC) Corp. (“Augusta BC”, together with the Company, Bullfrog, Reward, RMMC, and Standard, the “Grantors”)(each of Bullfrog, Reward, RMMC, Standard and Augusta BC, a “Guarantor”), and Augusta Investments Inc. (the “Lender”) and such other parties as may become Secured Parties from time to time party hereto (each of the Lender and such additional parties, a “Secured Party” and collectively, the “Secured Party”, as the context may re
AMENDMENT NUMBER ONE TO AMENDED AND RESTATED SECURED PROMISSORY NOTE June 28, 2024Secured Promissory Note • July 5th, 2024 • Augusta Gold Corp. • Metal mining • Nevada
FOR VALUE RECEIVED, Augusta Gold Corp., a Nevada corporation (the “Company”) and Augusta Investments Inc., a British Columbia corporation or its assigns (the “Lender”), hereby enter into this Amendment Number One (the “Amendment”) to that certain Amended and Restated Secured Promissory Note of the Company dated March 27, 2024 (the “Note”). Capitalized terms herein that are otherwise undefined have the meanings ascribed thereto in the Note.
Underwriting AgreementUnderwriting Agreement • January 13th, 2023 • Augusta Gold Corp. • Metal mining • Ontario
Eight Capital, as lead underwriter and sole bookrunner (the “Lead Underwriter”), and National Bank Financial and TD Securities Inc. (together with the Lead Underwriter, the “Underwriters” and each individually, an “Underwriter”), based upon and subject to the terms and conditions set out below, hereby severally, and not jointly, nor jointly and severally, in their respective percentages set out in Schedule I, offer to purchase from Augusta Gold Corp. (the “Corporation”), and the Corporation hereby agrees to issue and sell to the Underwriters, 5,847,954 units of the Corporation (“Units”) on a “bought deal” underwritten basis, at a price of $1.71 per Unit (the “Offering Price”) for aggregate gross proceeds to the Corporation of $10,000,001.34. Each Unit shall be comprised of one share of common stock in the capital of the Corporation, par value US$0.0001, (“Common Stock” or “Shares”) and one-half of one common stock purchase warrant (each whole common stock purchase warrant, a “Warrant”)
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAgreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • Delaware
This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of September 30, 2011, by Bullfrog Gold Corp., a Delaware corporation (“Assignor”), and KOPR Resources Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Assignor (“Assignee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 20th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Bullfrog Gold Corp., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of units (“Units”), with each Unit consisting of one (1) share of the Company’s common stock and a warrant, as more fully described below, at a purchase price of Twenty Five Cents ($0.25) per Unit (the “Purchase Price”). Each Unit will consist of: (i) one (1) share of the Company’s common stock (the “Common Stock”), par value $0.0001 per share (the “Shares”) (or, at the election of any purchaser who would, as a result of purchase of Units become a beneficial owner of five (5%) percent or greater of the outstanding Common Stock of the Company, one share of the Company’s Series B Preferred Stock, par value $0.0001 per share, which is convertible into one (1) share of Common Stock
Standard Gold Corp. Rocky Mountain Minerals Corp.Option Agreement • July 6th, 2016 • Bullfrog Gold Corp. • Metal mining
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • October 15th, 2020 • Bullfrog Gold Corp. • Metal mining • Nevada
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of this 9th day of October 2020 (the “Execution Date”), by and among Homestake Mining Company of California, a California corporation (“Homestake”) and Lac Minerals (USA) LLC, a Delaware limited liability company (“Lac Minerals” and together with Homestake, the “Sellers”), and Bullfrog Gold Corp., a Delaware corporation (the “Buyer”). Homestake shall act as the “Administrative Agent” for Sellers under this Agreement. Homestake, Lac Minerals and Buyer sometimes may be referred to in this Agreement individually as a “Party,” and collectively as the “Parties.”
AMENDED AND RESTATED AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONSAgreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
The foregoing instrument was acknowledged before me this _____ day of _____________, 2011, by Daniel Bleak, the President of NPX Metals, Inc., a Nevada corporation, on behalf of the corporation.
CONSULTING AGREEMENTConsulting Agreement • March 27th, 2013 • Bullfrog Gold Corp. • Metal mining • Arizona
This Agreement is effective January 1, 2013 and is between Joe Wilkins, Jr. having an address at 5450 N. Kennebec Lane, Tucson, Arizona 85704 (hereinafter "Consultant"), and Bullfrog Gold Corp., a Delaware corporation having an address at 897 Quail Run Drive, Grand Junction, CO 81505 (hereafter “Bullfrog” or the “Company”).
SECOND AMENDMENT TO AMENDED AND RESTATED SECURED PROMISSORY NOTE September 30, 2024Secured Promissory Note • October 2nd, 2024 • Augusta Gold Corp. • Metal mining
FOR VALUE RECEIVED, Augusta Gold Corp., a Nevada corporation (the “Company”) and Augusta Investments Inc., a British Columbia corporation or its assigns (the “Lender”), hereby enter into this Second Amendment (the “Second Amendment”) to that certain Amended and Restated Secured Promissory Note of the Company dated March 27, 2024, as amended by Amendment Number One, dated June 28, 2024 (the “Note”). Capitalized terms herein that are otherwise undefined have the meanings ascribed thereto in the Note.
AMENDMENT NUMBER ONE TO SECURED PROMISSORY NOTE September 13, 2023Secured Promissory Note • September 15th, 2023 • Augusta Gold Corp. • Metal mining
FOR VALUE RECEIVED, Augusta Gold Corp., a Delaware corporation (the “Company”) and Augusta Investments Inc., a British Columbia corporation or its assigns (the “Lender”), hereby enter into this Amendment Number One (the “Amendment”) to that certain Secured Promissory Note of the Company dated September 13, 2022 (the “Note”).
OPTION TO PURCHASE AND ROYALTY AGREEMENTOption to Purchase and Royalty Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • Arizona
THIS OPTION TO PURCHASE AND ROYALTY AGREEMENT (this “Agreement”) is made this 28th day of September, 2011, (the “Effective Date”) by and among SOUTHWEST EXPLORATION, INC, an Arizona corporation (“Optionor”) and STANDARD GOLD CORP., a Nevada corporation (“Optionee”).
CONSULTING AGREEMENTConsulting Agreement • December 17th, 2012 • Bullfrog Gold Corp. • Metal mining • New York
THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into effective the 17th day of December, 2012 by and between Antibes International Corp.. with its principal place of business at Antibes International Corp., Suite 404, The Matalon, Coney Drive,Belize City, Belize (the “Consultant”), and Bullfrog Gold Corp., (the “Client), with its principal place of business at 897 Quail Run Drive, Grand Junction, Colorado 81505.
AMENDMENT TO BINDING TERM SHEETBinding Term Sheet Amendment • October 9th, 2020 • Bullfrog Gold Corp. • Metal mining • Ontario
This amending agreement (the “Amendment”) amends the binding term sheet (the “Term Sheet”) dated as of September 7, 2020 between Homestake Mining Company of California (“Homestake”), Lac Minerals (USA) LLC (“Lac Minerals”), Augusta Investments Inc. (“Augusta”) and Bullfrog Gold Corp. (“BFGC”, and together with Homestake, Lac Minerals and Augusta, the “Parties”), pursuant to which the Parties agreed to enter into an integrated transaction involving: (i) the purchase by BFGC of all of the Equity Interests in Bullfrog Mines LLC; and (ii) a concurrent financing in which the Augusta Group agreed to acquire Units of BFGC. The Parties agreed to amend the Term Sheet as follows:
Settlement AgreementSettlement Agreement • August 1st, 2016 • Bullfrog Gold Corp. • Metal mining
This Settlement Agreement (“Agreement”) dated July 25, 2016 is between Bullfrog Gold Corp, a Delaware corporation (the “Company”), and NPX Metals Inc. (the “Holder”). The Company and the Holder are collectively referred as the Parties.
INVESTOR RIGHTS AGREEMENT BULLFROG GOLD CORP.Investor Rights Agreement • October 29th, 2020 • Bullfrog Gold Corp. • Metal mining • Ontario
WHEREAS Homestake Mining Company of California Inc., a California corporation (“Homestake”) and Lac Minerals (USA) LLC, a Delaware limited liability company (“Lac Minerals” and together with Homestake, the “Barrick Parties”), entered into a membership interest purchase agreement (the “MIPA”) with the Corporation dated October 9, 2020, pursuant to which the Corporation agreed to purchase from the Barrick Parties all of the equity interests in Bullfrog Mines LLC, a Delaware limited liability corporation (the “Acquisition Transaction”);
ContractPledge Agreement • December 12th, 2012 • Bullfrog Gold Corp. • Metal mining • Colorado
Agreement Execution version Pledge agreement Bullfrog Gold Corp. RMB Australia Holdings Limited RMB Resources Inc. david.walton@herbertsmithfreehills.com
BINDING TERM SHEETBinding Term Sheet • September 11th, 2020 • Bullfrog Gold Corp. • Metal mining
This Binding Term Sheet (the “Term Sheet”) dated as of the 7th day of September 2020 (the “Effective Date”), sets forth the principal understanding between Homestake Mining Company of California Inc., a California corporation (“Homestake”), Lac Minerals (USA) LLC, a Delaware limited liability company (“Lac Minerals” and together with Homestake, the “Barrick Parties”), Augusta Investments Inc. and/or its affiliates and certain other individuals identified by Augusta Investments Inc. (together, the “Augusta Group”) and Bullfrog Gold Corp., a Delaware corporation (“BFGC”), with respect to an integrated transaction involving (i) the purchase by BFGC from the Barrick Parties of all of the equity interests (the “Equity Interests”) in Bullfrog Mining LLC, the successor by conversion of Barrick Bullfrog Inc. (the “Target”), a Delaware corporation (the “Acquisition Transaction”), and (ii) the concurrent financing pursuant to which the Augusta Group will acquire Units (as defined below) of BFGC
