LITTLE SQUAW GOLD MINING COMPANYSubscription Agreement • February 26th, 2007 • Little Squaw Gold Mining Co • Metal mining • Washington
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Little Squaw Gold Mining Company (the “Corporation”) that number of Units (the “Units”) set out below at a price of US$1.00 per Unit. Each Unit consists of one Common Share (as hereinafter defined) and one half of one Class C Warrant (as hereinafter defined). 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 Corporation may rely upon the Subscriber’s representations, warranties and covenants contained in such documents.
Form of CONVERSION AGREEMENT Alluvial Gold Forward Sales ContractConversion Agreement • February 8th, 2011 • Goldrich Mining Co • Metal mining • Alaska
This Conversion Agreement (this “Agreement”), dated __________, is entered into by and between Goldrich Mining Company, an Alaska corporation (the “Company”), and ____________, [a corporation/an individual] (the “Holder”).
GUARANTY AGREEMENTGuaranty Agreement • April 15th, 2014 • Goldrich Mining Co • Metal mining • Alaska
This GUARANTY AGREEMENT (this “Guaranty”) is made and entered into as of January 24, 2014 by Goldrich Placer, LLC, an Alaska limited liability company (the “Guarantor”), in favor of Gold Rich Asia Investment Limited, a Hong Kong limited company (the “Beneficiary”).
PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • December 30th, 2005 • Little Squaw Gold Mining Co • Metal mining • Washington
This Placement Agent Agreement (“Agreement”) is entered into this 23rd day of September, 2005, by and between LITTLE SQUAW GOLD MINING COMPANY, an Alaska corporation (the “Company”) and STRATA PARTNERS, LLC, a Washington limited liability company (the “Agent”). The Company desires to engage the Agent to provide consulting and other services in connection with a proposed financing transaction. The Agent will serve as lead agent on a best efforts basis in connection with the financing transaction on general terms and conditions to be determined. The purpose of this Agreement is to set forth the terms and conditions of the agency relationship between the Company and the Agent.
Oral Agreement to Extend Independent Contactor AgreementOral Agreement • April 6th, 2010 • Goldrich Mining Co • Metal mining
On February 10, 2010, Goldrich Mining Company and Richard R. Walters orally agreed to extend the Independent Contactor Agreement dated June 30, 2003, retroactively to January 1, 2010 for a period until the Company can determine its success in securing financing for its 2010 mining and exploration season. The parties recognize that the measure to which the Company is successful in its financing will determine the mining and exploration program that the Company may or may not be able to undertake for 2010, and therefore may significantly affect the pricing and terms of a longer term contract. The renewed agreement allows Mr. Walters to defer cash payment for fees and expenses until the Company’s financial condition improves, or alternatively, receive some or all of his fees in the form of the Company’s common stock.
UNIT SUBSCRIPTION AGREEMENTSubscription Agreement • December 29th, 2010 • Goldrich Mining Co • Metal mining • Alaska
GUARANTYGuaranty • March 24th, 2020 • Goldrich Mining Co • Metal mining • Alaska
THIS GUARANTY (this “Guaranty”) is made and entered into as of November 1, 2019, by Goldrich Placer, LLC, an Alaska limited liability company with an address of 2607 Southeast Blvd., Suite B211, Spokane, WA 99223-7614 (“Guarantor”), in favor of Nicholas Gallagher (“Gallagher”) in his capacity as Agent (“Agent”) for and on behalf of Gallagher and the other lenders described in Schedule 1 attached hereto (Gallagher and the other lenders collectively, “Holders”) (the Agent and the Holders are collectively referred to herein as “Beneficiary”).
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • November 13th, 2003 • Little Squaw Gold Mining Co • Metal mining • Washington
THIS INDEPENDENT CONTRACTOR AGREEMENT (“Agreement”) is entered into as of the 30th day of June, 2003, (the “Effective Date”) by and between Little Squaw Gold Mining Company (“LSGM”), with its principal place of business located in Spokane, Washington, and Richard R. Walters (“Consultant”), Spokane, Washington.
INVESTOR RELATIONS AGREEMENTInvestor Relations Agreement • April 14th, 2008 • Little Squaw Gold Mining Co • Metal mining • Washington
THIS INVESTOR RELATIONS AND MARKETING AGREEMENT (Hereinafter referred to as the “Agreement”) , made effective this 19th day of November 2007 (Hereinafter referred to as the “Effective Date”) between:
PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • March 29th, 2005 • Little Squaw Gold Mining Co • Metal mining • Washington
This Placement Agent Agreement (“Agent Agreement”) is entered into this _25___ day of February, 2005, by and between LITTLE SQUAW GOLD MINING COMPANY, an Alaska corporation (the “Company”) and STRATA PARTNERS, LLC, a Washington limited liability company (the “Agent”). The Company and the Agent have signed a Term Sheet dated January 14, 2005, setting forth the general terms and conditions for a private placement of units by the Agent on a best efforts basis for the Company. The Term Sheet is attached hereto as Exhibit A. The purpose of this Agent Agreement is to set forth the terms and conditions of the agency relationship between the Company and the Agent.
UNIT SUBSCRIPTION AGREEMENTGoldrich Mining Company • April 1st, 2010 • Goldrich Mining Co • Metal mining • Alaska
TENDER PAYMENT EITHER BY A CHECK PAYABLE TO THE ORDER OF “GOLDRICH MINING COMPANY” OR A WIRE TRANSFER TO GOLDRICH, PURSUANT TO THE INSTRUCTIONS SET FORTH ON SCHEDULE I
INDEPENDENT CONTRACTOR AGREEMENT FOR CONSULTING MANAGEMENT SERVICESIndependent Contractor Agreement • April 3rd, 2009 • Goldrich Mining Co • Metal mining • Washington
THIS INDEPENDENT CONTRACTOR AGREEMENT (“Agreement”) is entered into as of the 1st day of January, 2009 (the “Effective Date”) by and between Goldrich Mining Company (“GRMC”), with its principal place of business located in Spokane, Washington, and Sharp Executive Associates, Inc and its owner, Ted R. Sharp (“Consultant”), Nampa, Idaho.
INDEPENDENT CONTRACTOR AGREEMENT FOR CONSULTING MANAGEMENT SERVICESIndependent Contractor Agreement • July 7th, 2006 • Little Squaw Gold Mining Co • Metal mining • Washington
THIS INDEPENDENT CONTRACTOR AGREEMENT (“Agreement”) is entered into as of the 1st day of March, 2006 (the “Effective Date”) by and between Little Squaw Gold Mining LSGMC (“LSGM”), with its principal place of business located in Spokane, Washington, and Ted R. Sharp (“Consultant”), Nampa, Idaho.
Oral Agreement to Extend Independent Contactor AgreementOral Agreement • April 6th, 2010 • Goldrich Mining Co • Metal mining
On February 10, 2010, Goldrich Mining Company and Ted R. Sharp, CPA, and his consulting firm Sharp Executive Associates, orally agreed to extend the Independent Contactor Agreement dated March 1, 2006, retroactively to January 1, 2010 for a period until the Company can determine its success in securing financing for its 2010 mining and exploration season. The parties recognize that the measure to which the Company is successful in its financing will determine the mining and exploration program that the Company may or may not be able to undertake for 2010, and therefore may significantly affect the pricing and terms of a longer term contract.
Oral Agreement to Extend Independent Contactor AgreementOral Agreement • April 3rd, 2009 • Goldrich Mining Co • Metal mining
On Jan 7, 2009, Goldrich Mining Company and Richard R. Walters orally agreed to extend Independent Contactor Agreement dated June 30, 2003 for a period of one year, retroactively to January 1, 2009 and ending December 31, 2009. The renewed agreement allows Mr. Walters to defer cash payment for fees and expenses until the Company’s financial condition improves, or alternatively, receive some or all of his fees in the form of the Company’s common stock.
Note Purchase Agreement Addendum on Initial Closing DateNote Purchase Agreement • April 15th, 2014 • Goldrich Mining Co • Metal mining
Pursuant to Section 1(g) of the Note Purchase Agreement (the “Agreement”) between the Goldrich Mining Company, an Alaska corporation (the “Company”), and Gold Rich Asia Investment Limited, a Hong Kong limited company (the “Lender”) dated January 24, 2014, the Company and the Lender hereby agree that the Closing Date for the initial funding of Loan 1 in the amount of $300,000 as set forth on Schedule II to the Note Purchase Agreement shall be January 29, 2014 (“Closing Date”) or as soon thereafter as the funds for Loan 1 are actually received by the Company in full.
INVESTOR SUBSCRIPTION AGREEMENT Little Squaw Gold Mining Co.Investor Subscription Agreement • December 30th, 2005 • Little Squaw Gold Mining Co • Metal mining
Persons interested in purchasing Units offered by Little Squaw Gold Mining Company (the "Company") must complete and return this Subscription Agreement, along with the check for the purchase price, to: Little Squaw Gold Mining Co., 3412 S. Lincoln Dr., Spokane, WA 99203-1650. If your Subscription Agreement is accepted by the Company, a copy of this Agreement will be returned to you as your receipt and a share certificate and common stock purchase warrant will be issued to you shortly thereafter. If the Subscription Agreement is not accepted, then the payment will be returned to you. The Units also are referred to as Securities in this Subscription Agreement. Each Unit consists of one share of Common Stock and one Common Stock Purchase Warrant (the "Warrant" or "Warrants") for the purchase of one additional share of Common Stock over a three year period. The initial warrant exercise price is $0.30 per share for the period of one year from the date of issue, increasing to $0.35 per share
LITTLE SQUAW GOLD MINING COMPANY SHARE INCENTIVE PLAN STOCK OPTION AGREEMENTShare Incentive Plan • March 29th, 2004 • Little Squaw Gold Mining Co • Metal mining • Alaska
Unless otherwise defined herein, the terms defined in the Little Squaw Gold Mining 2003 Share Incentive Plan ("Plan") shall have the same defined meanings in this Stock Option Agreement.
Exhibit C Registration Rights DeclarationLittle Squaw Gold Mining Co • May 16th, 2005 • Metal mining
This Registration Rights Declaration is made in connection with the private placement transaction of 9,166,666 units of the Company to investors pursuant to the terms of that certain Placement Agent Agreement (“Agent Agreement”) and is entered into on the 25th day of February, 2005, by and between LITTLE SQUAW GOLD MINING COMPANY, an Alaska corporation (the “Company”) and STRATA PARTNERS, LLC, a Washington limited liability company (the "Agent"). Capitalized terms not defined herein shall have the definitions set forth in the Agent Agreement.
THIS WARRANT MAY NOT BE TRANSFERRED TO ANY PERSON EXCEPT AS DESCRIBED IN SECTION 8Little Squaw Gold Mining Co • December 30th, 2005 • Metal mining • Alaska
THIS CERTIFIES THAT, FOR VALUE RECEIVED, _____________________, (the "Holder"), is entitled to purchase from Little Squaw Gold Mining Company, an Alaska corporation (the "Company"), subject to the terms and conditions set forth in this Warrant, up to ______ fully paid and nonassessable shares of common stock, $0.10 par value per share (the "Common Stock"), of the Company, at any time commencing on the Closing Date as herein defined and expiring on ____________, 2008 (the "Expiration Date"). The initial purchase price is $0.30 per share for the period of one year from the date of issue, and to $0.35 per share for the period of the second year from the date of issue, and at $0.40 per share for the period of the third year from the date of issue (the "Purchase Price").
WARRANT AMENDMENT AGREEMENTWarrant Amendment Agreement • April 19th, 2022 • Goldrich Mining Co • Metal mining • Alaska
This Warrant Amendment Agreement (this “Agreement”), dated as of April 13, 2022, is by and between Goldrich Mining Company, an Alaska corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants to purchase shares of the Company’s common stock (the “Common Stock”).
PURCHASE AGREEMENT between GOLDRICH MINING COMPANY AND ITS WHOLLY-OWNED SUBSIDIARY GOLDRICH PLACER, LLC and CHANDALAR GOLD, LLC dated as of June 19, 2015Purchase Agreement • July 2nd, 2015 • Goldrich Mining Co • Metal mining • Alaska
This Purchase Agreement (this “Agreement”), dated as of June 19, 2015, is entered into between GOLDRICH MINING COMPANY (“Goldrich”), an Alaska corporation and its wholly-owned subsidiary GOLDRICH PLACER, LLC, an Alaska limited liability company (collectively “Seller”) and CHANDALAR GOLD, LLC a Colorado limited liability company (“Buyer”).
CONSULTING AGREEMENT November 26, 2007 BETWEEN Baron Group USA, LLC 444 Madison Ave, 40th Floor New York, NY 10022 AND Little Squaw Gold Mining Company 3412 S. Lincoln Dr. Spokane Washington 99203 USAConsulting Agreement • April 14th, 2008 • Little Squaw Gold Mining Co • Metal mining • New York
THIS CONSULTING AGREEMENT (this “Agreement”), dated for reference and made this 26th day of November, 2007, between: Little Squaw Gold Mining Company, 3412 S. Lincoln Dr., Spokane, Washington 99203 (the “Issuer” or “Little Squaw”) and Baron Group USA, LLC (the “Consultant”).
AMENDMENT NUMBER TWO TO GOLD FORWARD SALES CONTRACTForward Sales Contract • April 14th, 2016 • Goldrich Mining Co • Metal mining
WHEREAS, on March 24, 2013, Goldrich Mining Company (the “Company”) and ___________________________ (the “Purchaser”) entered into a Gold Forward Sales Contract dated March 24, 2013 (the “Contract”), regarding the delivery by the Company to the Purchaser of Gold (as defined in the Contract) by the Delivery Date of November 30, 2014 (the “Delivery Date”), as set forth on the Confirmation Letter attached as Exhibit A to the Contract (the “Confirmation Letter”); and
Form of CONVERSION AGREEMENT Fine Gold Forward Sales Contract – October 2011 DeliveryConversion Agreement • February 8th, 2011 • Goldrich Mining Co • Metal mining • Alaska
This Conversion Agreement (this “Agreement”), dated ___________, is entered into by and between Goldrich Mining Company, an Alaska corporation (the “Company”), and ___________________, [a corporation/an individual] (the “Holder”).
Oral Agreement to Extend Independent Contactor AgreementOral Agreement • April 14th, 2008 • Little Squaw Gold Mining Co • Metal mining
On February 15, 2008, Little Squaw Gold Mining Company and Sharp Executive Associates, Inc, and the owner of that firm, Ted R. Sharp CPA, orally agreed to extend the Independent Contactor Agreement dated March 1, 2006 for a period of one year, retroactively to January 1, 2008 and ending December 31, 2008. In addition, Little Squaw Gold Mining Company approved an increase in the contractor fee paid to Sharp Executive Associates, Inc. to $9,075 per month, with opportunity to review and modify the fee on a quarterly basis due to potential wide variability in the ongoing activities of the Company.
AMENDMENT NUMBER FOUR TO GOLD FORWARD SALES CONTRACTForward Sales Contract • December 11th, 2017 • Goldrich Mining Co • Metal mining
WHEREAS, on March 24, 2013, Goldrich Mining Company (the “Company”) and XXXXXXXXXXXX (the “Purchaser”) entered into a Gold Forward Sales Contract dated March 24, 2013 (the “Contract”), regarding the delivery by the Company to the Purchaser of Gold (as defined in the Contract) by the Delivery Date of November 30, 2014 (the “Delivery Date”), as set forth on the Confirmation Letter attached as Exhibit A to the Contract (the “Confirmation Letter”); and
AMENDMENT NUMBER THREE TO GOLD FORWARD SALES CONTRACTForward Sales Contract • June 9th, 2017 • Goldrich Mining Co • Metal mining
WHEREAS, on March 24, 2013, Goldrich Mining Company (the “Company”) and ______________ (the “Purchaser”) entered into a Gold Forward Sales Contract dated March 24, 2013 (the “Contract”), regarding the delivery by the Company to the Purchaser of Gold (as defined in the Contract) by the Delivery Date of November 30, 2014 (the “Delivery Date”), as set forth on the Confirmation Letter attached as Exhibit A to the Contract (the “Confirmation Letter”); and
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • March 29th, 2004 • Little Squaw Gold Mining Co • Metal mining • Washington
THIS INDEPENDENT CONTRACTOR AGREEMENT (“Agreement”) is entered into on this 1st day of November, 2003, (the “Effective Date”) by and between Little Squaw Gold Mining Company (“LSGM”), with its principal business residence located in Spokane, Washington, and Becky Corigliano (“Consultant”), with her principal business residence located in Spokane, Washington.
GOLDRICH MINING COMPANY (AN ALASKA CORPORATION)Purchase Agreement • April 15th, 2014 • Goldrich Mining Co • Metal mining • Alaska
TENDER PAYMENT EITHER BY A CHECK PAYABLE TO THE ORDER OF “GOLDRICH MINING COMPANY” OR A WIRE TRANSFER TO GOLDRICH, PURSUANT TO THE INSTRUCTIONS SET FORTH ON SCHEDULE I
SETTLEMENT AGREEMENTSettlement Agreement • April 6th, 2023 • Goldrich Mining Co • Metal mining • Alaska
This settlement agreement (Agreement), effective as of March ___, 2023 (Effective Date), by and between NyacAU, LLC (NyacAU), Goldrich Mining Company (Goldrich), Goldrich Placer, LLC (GP), Goldrich NyacAU Placer, LLC (GNP), Dr. J. Michael James, individually (Dr. James), and Bear Leasing, LLC (Bear Leasing) (each a Party and, collectively, the Parties), is intended to, among other things, forever resolve all outstanding arbitration issues, awards, and orders; forever resolve all outstanding issues before the Alaska superior court, including all court-entered judgments; and forever terminate and supersede all prior agreements between all of the Parties hereto.
FIRST AMENDMENT TO ALLUVIAL GOLD FORWARD SALES CONTRACTGoldrich Mining Co • February 8th, 2011 • Metal mining
This FIRST AMENDMENT (this “Amendment”) to the Alluvial Gold Forward Sales Contract (the “Agreement”), dated ___________, by and between Goldrich Mining Company, an Alaska corporation (the “Seller”), and _____________________ (the “Purchaser”), is made and entered into as of this ___ day of February 2011, by and between the Seller and the Purchaser. The Seller and the Purchaser may be referred to herein collectively as the “Parties”.
Goldrich Mining Enters into Amended Loan Agreement Guaranty and Deed of TrustGoldrich Mining Co • March 24th, 2020 • Metal mining
Goldrich (the “Borrower”) and its wholly-owned subsidiary, Goldrich Placer LLC (the “Guarantor”) and Holders entered into an Amended and Restated Loan, Security, and Intercreditor Agreement (collectively the “Amended 2019 Loan Agreement”), effective as of November 1, 2019 (as amended, supplemented, extended, restated, or otherwise modified from time to time), pursuant to which, in exchange for the secured promissory notes (the “Notes”) and other consideration:
Oral Agreement to Extend Independent Contactor AgreementOral Agreement • April 14th, 2008 • Little Squaw Gold Mining Co • Metal mining
On February 15, 2008, Little Squaw Gold Mining Company and Richard R. Walters orally agreed to extend Independent Contactor Agreement dated June 30, 2003 for a period of one year, retroactively to January 1, 2008 and ending December 31, 2008. In addition, Little Squaw Gold Mining Company approved an increase in the contractor fee paid to Mr. Walters to $600 per day worked, prorated for each partial day worked, with opportunity to review and modify the fee on a quarterly basis due to potential wide variability in the ongoing activities of the Company.
PRIVATE PLACEMENT FINDER’S AGREEMENTPrivate Placement Finder’s Agreement • April 15th, 2014 • Goldrich Mining Co • Metal mining • Alaska
This agreement, dated and effective as of January 24, 2014 (this “Agreement”), by and between Goldrich Mining Company, an Alaska corporation (the “Company”), and ● (the “Finder”).
