North Bay Resources Inc Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 11th, 2013 • North Bay Resources Inc • Metal mining • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 7, 2013, by and among NORTH BAY RESOURCES, INC., a Delaware corporation, with headquarters located at 2120 Bethel Road, Lansdale, PA 19446 (the “Company”), and LG CAPITAL FUNDING, LLC, a New York corporation (the “Buyer”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 14th, 2014 • North Bay Resources Inc • Metal mining • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2014, by and between North Bay Resources, Inc., a Delaware corporation, with headquarters located at 2120 Bethel Road, Lansdale, PA 19446 (the “Company”), and LG Capital Funding, LLC., a New York Limited Liability Company, with its address at 1218 Union Street, Suite #2, Brooklyn, NY 11225 (the “Buyer”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 11th, 2010 • North Bay Resources Inc • California

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 7, 2009, by and between NORTH BAY RESOURCES, INC., a Delaware corporation (the “Company”), and TANGIERS INVESTORS, LP., a limited partnership (the “Investor”).

Securities Purchase Agreement
Securities Purchase Agreement • October 4th, 2013 • North Bay Resources Inc • Metal mining • Illinois

This Securities Purchase Agreement, dated as of October 1, 2013 (this “Agreement”), is entered into by and between North Bay Resources, Inc., a Delaware corporation (the “Company”), and Typenex Co-Investment, LLC, an Illinois limited liability company, its successors and/or assigns (“Buyer”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 11th, 2010 • North Bay Resources Inc • California

THIS AGREEMENT dated as of the 7th day of October 2009 (the “Agreement”) between TANGIERS INVESTORS, LP, a limited partnership (the “Investor”), and NORTH BAY RESOURCES, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”).

Contract
Secured Buyer Note • October 4th, 2013 • North Bay Resources Inc • Metal mining • Illinois

THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER.

SECURITY AGREEMENT
Security Agreement • October 4th, 2013 • North Bay Resources Inc • Metal mining • Illinois

This Security Agreement (this “Security Agreement”), dated as of October 1, 2013, is executed by North Bay Resources, Inc., a Delaware corporation (“Debtor”), in favor of Typenex Co-Investment, LLC, an Illinois limited liability company (“Secured Party”).

Contract
Warrant Agreement • June 19th, 2012 • North Bay Resources Inc • Metal mining • Delaware

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THIS WARRANT UNDER SUCH ACT AND REGISTRATION OR QUALIFICATION UNDER ANY AND ALL APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION OR QUALIFICATION IS NOT REQUIRED.

Contract
Joint Venture Agreement • January 10th, 2014 • North Bay Resources Inc • Metal mining
CONSULTING AGREEMENT
Consulting Agreement • August 23rd, 2010 • North Bay Resources Inc • Metal mining • Delaware

THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of the 28th day of July, 2010 (the “Effective Date”) by and between ACG CONSULTING, LLC, a Delaware limited liability company, (the “Consultant”) and NORTH BAY RESOURCES, INC., a Delaware corporation (the “Client”) (Client and Consultant collectively the “Parties”).

SECURITIES PURCHASE AGREEMENT AMENDMENT NO. 2
Securities Purchase Agreement • March 28th, 2013 • North Bay Resources Inc • Metal mining

This Amendment (the “Amendment”) to the Securities Purchase Agreement (the “Securities Purchase Agreement”, or the "Agreement") dated as of the 7th day of October, 2009, as amended, between TANGIERS INVESTORS, LP, a limited partnership (the “Investor”), and NORTH BAY RESOURCES INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), is entered into as of this 28th day of March, 2013, with an agreed Effective Date of January 24, 2013.

10% CONVERTIBLE NOTE Maturity date of January 14, 2015
Note • July 17th, 2014 • North Bay Resources Inc • Metal mining • Texas

FOR VALUE RECEIVED, North Bay Resources Inc., a Delaware Corporation (the "Company") doing business in Lansdale, PA hereby promises to pay to the order of JSJ Investments Inc., an accredited investor and Texas Corporation, or its assigns (the "Holder") the principal amount of Two Hundred and Fifty Thousand Dollars ($250,000), on demand of the Holder (the "Maturity Date"), and to pay interest on the unpaid principal balance hereof at the rate of Ten Percent (10%) per annum (the “Interest Rate”) from the date hereof (the “Issue Date”) until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise; provided, that any amount of principal or interest on this Note which is not paid when due shall bear interest at such rate on the unpaid principal balance hereof plus the Default Amount (as defined in Article 7, infra) from the due date thereof until the same is paid in full. Interest shall commence accruing on the Issuance Date, shall be compute

COMMON STOCK PURCHASE WARRANT NORTH BAY RESOURCES INC.
Security Agreement • February 1st, 2011 • North Bay Resources Inc • Metal mining

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Ruby Development Company (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after October 1, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on December 30, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from North Bay Resources Inc., a Delaware corporation (the “Company”), up to Ten Million (10,000,000) shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • November 2nd, 2010 • North Bay Resources Inc • Metal mining • Delaware

This MEMORANDUM OF UNDERSTANDING (this “Agreement”), is made and entered into to be effective as of October 14, 2010 by and among NORTHERN CALIFORNIA REGIONAL CENTER, LLC, a Delaware limited liability company (“NCRC”); NORTH BAY RESOURCES, INC, a Delaware corporation (“NBR”); and ACG CONSULTING, LLC, a Delaware limited liability company (“ACG”) (NCRC, NBR and ACG collectively the “Parties” and each a “Party”).

GOLD HILL PROJECT PROPERTY JOINT-VENTURE AGREEMENT
Joint-Venture Agreement • June 16th, 2010 • North Bay Resources Inc • Metal mining

HIDALGO MINING INTERNATIONAL INC., a body corporate, incorporated under the laws of the State of Nevada (hereinafter called "HMIT");

MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • June 5th, 2013 • North Bay Resources Inc • Metal mining

This document sets forth the terms of an agreement concluded between North Bay Resources, Inc. (the “Company”) and William M. Greene (Investor) (collectively the “Parties”) during negotiations on June 2, 2013. The purpose of the agreement is to obtain short term financing for the Company in return for Investor’s rights to purchase certain specimen gold from the Company’s Ruby Gold Mine in Sierra County, California.

A D D E N D U M
Joint-Venture Agreement • July 21st, 2010 • North Bay Resources Inc • Metal mining

THIS ADDENDUM, made this 25th day of June 2010 (“Addendum”), by and among LINCOLN RESOURCES INC., a body corporate, incorporated under the laws of the State of Nevada (hereinafter called "LINCOLN"), and NORTH BAY RESOURCES INC.., a body corporate, incorporated under the laws of the State of Delaware (hereinafter called "North Bay"), to that certain Coronation Gold Property Joint-Venture Agreement, dated August 6, 2009 (the “JV Agreement”), by and among the Parties. Terms not defined otherwise herein shall have the meanings ascribed to them in the JV Agreement.

COMMON STOCK PURCHASE WARRANT NORTH BAY RESOURCES INC.
Security Agreement • October 4th, 2010 • North Bay Resources Inc • Metal mining

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Ruby Development Company (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after October 1, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on December 30, 2012 (the “Termination Date”) but not thereafter, to subscribe for and purchase from North Bay Resources Inc., a Delaware corporation (the “Company”), up to Ten Million (10,000,000) shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Modification and Extension Agreement
Modification and Extension Agreement • March 28th, 2013 • North Bay Resources Inc • Metal mining

This letter is to formalize certain modifications in the note payable to Ruby Development Company ("RDC") by North Bay Resources ("NBRI").

MEMBERSHIP INTEREST PLEDGE AGREEMENT
Membership Interest Pledge Agreement • October 4th, 2013 • North Bay Resources Inc • Metal mining • Illinois

This MEMBERSHIP INTEREST PLEDGE AGREEMENT (this “Agreement”) is entered into as of October 1, 2013 (the “Effective Date”) by and between North Bay Resources, Inc., a Delaware corporation (the “Secured Party”), and Typenex Co-Investment, LLC, an Illinois limited liability company (the “Pledgor”).

NOTICE OF PARTIAL ASSIGNMENT OF DEBT
Partial Assignment of Debt • June 16th, 2010 • North Bay Resources Inc • Metal mining

This Notice of Partial Assignment of Debt (this “Notice of Partial Assignment”) is made and entered into effective as of June 2, 2009 by and among Perry Leopold, individually (“Leopold”), ________________, a ___________ company (“Assignee”) and North Bay Resources Inc., a Delaware corporation (“North Bay”).

MANAGEMENT AGREEMENT
Management Agreement • June 16th, 2010 • North Bay Resources Inc • Metal mining

Management Agreement, between North Bay Resources Inc. (“North Bay”, or the “Company”), and The PAN Network (“PAN”), collectively referred to as “the Parties”, as of August 11, 2009.

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Mr. Perry Leopold, CEO North Bay Resources Inc.
Second Amendment to Section 3 – Option of the Fawn & Buck Option and Joint Venture Agreement • September 17th, 2010 • North Bay Resources Inc • Metal mining
FAWN & BUCK OPTION AND JOINT VENTURE AGREEMENT
Joint Venture Agreement • February 11th, 2010 • North Bay Resources Inc • British Columbia
CORONATION GOLD PROPERTY JOINT-VENTURE AGREEMENT
Joint Venture Agreement • February 11th, 2010 • North Bay Resources Inc

NORTH BAY RESOURCES INC.., a body corporate, incorporated under the laws of the State of Delaware (hereinafter called "North Bay");

MONTE CRISTO & CHILCO ACQUISITION AGREEMENT
Acquisition Agreement • June 16th, 2010 • North Bay Resources Inc • Metal mining

WHEREAS Patterson has agreed to sell and otherwise transfer his 100% undivided interest in the Monte Cristo and Chilco property claims (hereinafter called the “Acquisition Lands”) as set forth in the attached Schedule "A" to Enterayon on the terms and conditions set out in this Agreement;

OPTION AGREEMENT
Option Agreement • October 25th, 2012 • North Bay Resources Inc • Metal mining • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES THAT, in consideration of the premises and of the mutual covenants herein set forth, the receipt and sufficiency of all of the foregoing being acknowledged by the parties hereto, the parties hereto do hereby mutually covenant and agree as follows:

NORTH BAY RESOURCES INC. MASTER LOAN AND SECURITY AGREEMENT
Master Loan and Security Agreement • December 8th, 2014 • North Bay Resources Inc • Metal mining • California

THIS MASTER LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of December 5, 2014 by and between NORTH BAY RESOURCES INC., a Delaware corporation (the “Debtor”), and TANGIERS INVESTORS, LP, a Delaware limited partnership (“Secured Party”).

SLOCAN NORTH PROPERTY SALE AGREEMENT
Property Sale Agreement • April 13th, 2011 • North Bay Resources Inc • Metal mining

ARGENTUM EXPLORATION INC., a body corporate, incorporated under the laws of the Province of Ontario (hereinafter called "ARGENTUM");

A D D E N D U M
Convertible Promissory Note Agreement • November 27th, 2012 • North Bay Resources Inc • Metal mining

THIS ADDENDUM, made this 14th day of November 2012 (“Addendum”), by and among Tangiers Investors LP ("Tangiers"), and North Bay Resources Inc. ("North Bay"), to that certain Tangiers Convertible Promissory Note Agreement dated ________ (the “Note Agreement”), by and among the Parties. Terms not defined otherwise herein shall have the meanings ascribed to them in the Note Agreement.

Option Amendment No. 1
Option Amendment • February 1st, 2011 • North Bay Resources Inc • Metal mining

As per our discussions, this writing will be Option Amendment No. 1. The following amended terms and conditions are hereby incorporated in and made a part of the Option Agreement and Option Addendum dated September 1, 2010, (herein collectively referred to as the “Option”) on property known as the Ruby Gold Mine Old Henness Pass. North Bay Resources Inc. is referred to as “Optionee” or “North Bay” and Ruby Development Company is referred to as “Optionor”.

March 18, 2013 Mr. Patrick Fagen Lazarus Mining LLC PO Box 16187 S Lake Tahoe, CA 96151 Re: Toll Milling Agreement - Letter of Intent Dear Mr. Fagen;
Toll Milling Agreement • March 26th, 2013 • North Bay Resources Inc • Metal mining

The purpose of this letter is to set forth the mutual understandings of North Bay Resources Inc (“North Bay”), a US corporation domiciled in Delaware, through its wholly-owned subsidiary, Ruby Gold, Inc., a US corporation domiciled in California, entering into a toll milling agreement with Lazarus Mining LLC (“Lazarus”), a US limited liability company domiciled in Nevada, regarding the processing of placer material and gravels mined at the Telegraph Mine near Downieville, CA at the Ruby Mine Mill, near Downieville CA (the “Agreement”).

RUBY DEVELOPMENT COMPANY Grass Valley, CA 95945 December 29, 2011
Monthly Mortgage Payment Adjustment • January 5th, 2012 • North Bay Resources Inc • Metal mining
Amendment to Modification and Extension Agreement
Modification and Extension Agreement • November 20th, 2013 • North Bay Resources Inc • Metal mining

This letter is to formalize certain amendments to the "Modification and Extension Agreement" dated March 19, 2013, by and between Ruby Development Company ("RDC") and North Bay Resources ("NBRI"), herein called the "Agreement", which Agreement made modifications in the note payable to Ruby Development Company by North Bay Resources (herein the "Note").

AGREEMENT FOR LAND ACCESS
Land Access Agreement • November 28th, 2012 • North Bay Resources Inc • Metal mining

This agreement between Earlscourt Farms Ltd. (hereafter the “Land Owner”) and North Bay Resources Inc. (hereafter the “Mineral Claim Holder”), herein sets forth the terms for access to the surface of lands owned by the Land Owner and located within certain areas near the West bank of Fraser River within Sections 11 and 14, Township 15, Range 27 (hereafter the "Land") to sample for mineral ores.

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