UNDERWRITING AGREEMENT between ATLAS LITHIUM CORPORATION and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters ATLAS LITHIUM CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • January 13th, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
The undersigned, Atlas Lithium Corporation, a corporation formed under the laws of the State of Nevada (the “Company”), hereby confirms its agreement (this “Agreement”) with EF Hutton, division of Benchmark Investments, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”), and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
REPRESENTATIVE’S PURCHASE WARRANT ATLAS LITHIUM CORPORATIONSecurity Agreement • October 12th, 2022 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its assigns (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 the date referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [●] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Atlas Lithium Corporation, a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, 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).
REPRESENTATIVE’S PURCHASE WARRANT ATLAS LITHIUM CORPORATIONSecurity Agreement • November 16th, 2022 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its assigns (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 the date referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [●]2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Atlas Lithium Corporation, a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, 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).
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • January 13th, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its assigns (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 the date referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [●]2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Atlas Lithium Corporation, a Nevada corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, 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).
COMMON STOCK PURCHASE WARRANT BRAZIL MINERALS, INC.Securities Agreement • March 2nd, 2021 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the common stock purchase agreement February 26, 2021, in the amount of $2,500,000 by the Company (as defined below) to the Investor (as defined below)) (the “Agreement”), TRITON FUNDS LP (the “Investor” and including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the Exercise Period, to purchase from BRAZIL MINERALS, INC., a Nevada corporation (the “Company”), up to $2,500,000 dollars of Common Stock (as defined below) (the “Warrant Shares”) at the Exercise Price per share then in effect. The number of Warrant Shares for which this Warrant may be exercised is subject to adjustment in accordance with the terms hereof.
Securities Purchase AgreementSecurities Purchase Agreement • August 20th, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Utah
This Securities Purchase Agreement, dated as of August 14, 2014 (this “Agreement”), is entered into by and between Brazil Minerals, Inc., a Nevada corporation (the “Company”), and St. George Investments LLC, a Utah limited liability company, its successors and/or assigns (the “Buyer”).
ContractWarrant Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 2nd, 2021 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada
This Common Stock Purchase Agreement (the “Agreement”), dated as of February 26, 2021 (the “Execution Date”), is entered into between Brazil Minerals, Inc. a Nevada corporation (the “Company”), and TRITON FUNDS LP, a Delaware limited partnership (the “Investor”).
ContractWarrant Agreement • July 1st, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND ANY APPLICABLE STATE LAWS, (ii) TO THE EXTENT APPLICABLE, RULE 144 UNDER THE ACT (OR ANY SIMILAR RULE UNDER THE ACT RELATING TO THE DISPOSITION OF SECURITIES), OR (iii) AN OPINION OF COUNSEL, IF SUCH OPINION SHALL BE REASONABLY SATISFACTORY TO COUNSEL TO THE ISSUER, THAT AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE LAW IS AVAILABLE.
ContractWarrant Agreement • August 21st, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
ContractNote • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE "SECURITIES") HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED: (I) IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE 1933 ACT, OR APPLICABLE STATE SECURITIES LAWS; OR (II) IN THE ABSENCE OF AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO THE ISSUER, THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT OR; (III) UNLESS SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 UNDER THE 1933 ACT.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this “Agreement”) is made as of April 10, 2015 by and between the persons set forth on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”) and Brazil Minerals, Inc., a Nevada corporation (the “Company”).
ContractOption Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS OPTION AGREEMENT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
COMMON STOCK PURCHASE WARRANT BRAZIL MINERALS, INC.Security Agreement • January 28th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•], a [•], or its registered assigns (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 the date hereof (the “Issuance Date”) and on or prior to the close of business on [•] (the “Termination Date”) but not thereafter, to subscribe for and purchase from BRAZIL MINERALS, INC., a Nevada corporation (the “Company”), up to [•] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this “Agreement”) is made as of September 26, 2015 by and between the persons set forth on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”) and Brazil Minerals, Inc., a Nevada corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 1st, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2023 between ATLAS LITHIUM CORPORATION, a publicly traded company listed on the Nasdaq Capital Market (NASDAQ: ATLX) (the “Company”), and CHENGYI LITHIUM INTERNATIONAL LIMITED (the “Purchaser”).
SEcurities PURCHASE AGREEMENTSecurities Purchase Agreement • May 13th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Securities Purchase Agreement (this “Agreement”) is made as of [●] by and between [●], with an address at [●] (the “Purchaser”) and Brazil Minerals, Inc., a Nevada corporation, with an address at 433 North Camden Drive, Suite 810, Beverly Hills, CA 90210 (the “Company”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Employment Agreement (“Agreement”) is made and entered into on December 31, 2020, between BRAZIL MINERALS, INC., a Nevada corporation, whose principal place of business is at Rua Vereador Joao Alves Praes, 95-A, Olhos D’Agua, MG 39.398-000, Brazil (hereinafter referred to as “Employer”) and MARC FOGASSA, a California resident, whose mailing address is at 1443 East Washington Boulevard, Suite 278, Pasadena, CA 91104 (hereinafter referred to as “Employee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this “Agreement”) is made as of December 28 2015 by and between the person set forth on Exhibit A attached hereto (the “Investor”) and Brazil Minerals, Inc., a Nevada corporation (the “Company”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this “Agreement”) is made as of April 29, 2015 by and between the persons set forth on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”) and Brazil Minerals, Inc., a Nevada corporation (the “Company”).
Securities Purchase AgreementSecurities Purchase Agreement • July 1st, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This Securities Purchase Agreement, dated as of February 21, 2014 (this “Agreement”), is entered into by and between Brazil Minerals, Inc., a Nevada corporation (the “Company”), and St George Investments LLC, an Illinois limited liability company, its successors and/or assigns (“Buyer”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF BRAZIL MINERALS, INC. Expires June 30, 2017Warrant Agreement • August 21st, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This Warrant has been issued to the Holder as an inducement to the Holder for the purchase of the Convertible Debenture dated as of June 27, 2014 between the Holder and the Issuer (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 28th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Securities Purchase Agreement (this “Agreement”) is dated as of [•], between BRAZIL MINERALS, INC. (the “Company”), and WARBERG WF [•] LP (the “Purchaser”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • December 12th, 2014 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into on this 9th day of December, 2014 (this “Agreement”), by and between Global Corporate Finance, a Wyoming corporation (“Investor”), and Brazil Minerals, Inc., a Nevada corporation (“Company”). Capitalized terms used, but not defined herein, shall have the meanings ascribed to such terms in Annex A hereto.
ContractRoyalty Purchase Agreement • May 2nd, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario
Certain identified information has been excluded from the exhibit because it both (i) is not material and (ii) is the type that the company treats as private or confidential, and such information has been marked at the appropriate place with [***].
Dated January 30, 2023 Securities Purchase Agreement between Atlas Lithium Corporation (the “Company”) and (the “Purchaser”)Securities Purchase Agreement • February 3rd, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of January 30, 2023, between ATLAS LITHIUM CORPORATION (the “Company”), and [●] (the “Purchaser”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • April 11th, 2013 • Brazil Minerals, Inc. • Services-computer programming, data processing, etc. • California
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (“Agreement”) is made by and between Brazil Minerals, Inc., a Nevada corporation (the “Corporation”), and ______________ (the “Optionee”).
ContractGross Revenue Royalty Agreement • May 2nd, 2023 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels)
Certain identified information has been excluded from the exhibit because it both (i) is not material and (ii) is the type that the company treats as private or confidential, and such information has been marked at the appropriate place with [***].
EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2024 • Atlas Lithium Corp • Mining & quarrying of nonmetallic minerals (no fuels)
This Employment Agreement (this “Agreement”) dated as of September 30, 2023, is by and between Atlas Lithium Corporation, a Nevada corporation (the “Company”), with U.S. corporate headquarters at 1200 N. Federal Hwy, Suite 200, Boca Raton, FL 33432 and Igor Tkachenko (“ITK”), a U.S. citizen with an address at 99 Wall Street #392, New York, NY 10005.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 20th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this "Agreement") is made as of _______, 2016 by and between the persons set forth on Exhibit A attached hereto (each an "Investor" and collectively, the "Investors") and Brazil Minerals, Inc., a Nevada corporation (the "Company").
AGREEMENTRetention Agreement • May 13th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Agreement (this “Agreement”) is entered into on March 15, 2022, by and between Brazil Minerals, Inc., a Nevada corporation (the “Company”), with address at 433 N. Camden Drive, Suite 810, Beverly Hills, CA 90210, and Gustavo Pereira de Aguiar (“GPA”), a citizen and resident of Brazil, with address at Rua Universo 387, apto 401, Bairro Santa Lucia, Belo Horizonte, Minas Gerais, Brazil. The Company and GPA shall be referred to herein collectively as “the Parties” and each individually as a “Party.”
ASSIGNMENTAssignment • December 26th, 2012 • Flux Technologies, Corp. • Services-computer programming, data processing, etc.
This ASSIGNMENT, dated as of December 18, 2012 (“Assignment”), by BRAZIL MINING, INC., a Delaware corporation (“Assignor”), with an office at 324 South Beverly Drive, Suite 118, Beverly Hills, California 90212 in favor of FLUX TECHNOLOGIES, CORP., a Nevada corporation (“Assignee”), with an office at 324 South Beverly Drive, Suite 118, Beverly Hills, California 90212.
EMPLOYMENT AGREEMENT BETWEEN FLUX TECHNOLOGIES, CORP. AND MARC FOGASSAEmployment Agreement • April 8th, 2013 • Brazil Minerals, Inc. • Services-computer programming, data processing, etc. • California
This Employment Agreement (“Agreement”) is made and entered into on December31st, 2012, between FLUX TECHNOLOGIES, CORP., a Nevadacorporation, whose principal business address is at 324 South Beverly Drive, Suite 118, Beverly Hills, CA 90212(hereinafter referred to as “Employer”) and MARC FOGASSA, a California resident, whose mailing address is at 1443 East Washington Boulevard, Suite 278, Pasadena, CA 91104 (hereinafter referred to as “Employee”).
COMMON STOCK PURCHASE WARRANT BRAZIL MINERALS, INC.Common Stock Purchase Warrant • January 28th, 2022 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, WARBERG WF IX LP or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, on the Initial Exercise Date (as defined below) and on or prior to 5:00 PM (Eastern time) on the date that is three years from the Closing Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Brazil Minerals, Inc. (the “Company”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “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 1(b). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in Section 5 below.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 14th, 2016 • Brazil Minerals, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • California
This Stock Purchase Agreement (this “Agreement”) is made as of August 10, 2015 by and between the persons set forth on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”) and Brazil Minerals, Inc., a Nevada corporation (the “Company”).
