0001011034-17-000186 Sample Contracts

SECURITY AGREEMENT
Security Agreement • December 6th, 2017 • MAGELLAN GOLD Corp • Metal mining

THIS SECURITY AGREEMENT is entered into as of this day of , 2017, by and among MAGELLAN GOLD CORPORATION ("Debtor"), and ____________________, as Collateral Agent ("Secured Party").

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SERIES 2017 10% SECURED PROMISSORY NOTE DUE DECEMBER 31, 2018
MAGELLAN GOLD Corp • December 6th, 2017 • Metal mining • Colorado

THIS NOTE is one of a duly authorized series of Notes of MAGELLAN GOLD CORPORATION, a Nevada corporation (the “Company”), designated as its Series 2017 10% Secured Promissory Notes (the “Notes”) due on December 31, 2018 (the “Maturity Date”), in an aggregate principal amount of up to $1,500,000 plus accrued and unpaid interest.

STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • December 6th, 2017 • MAGELLAN GOLD Corp • Metal mining

This STOCK PLEDGE AGREEMENT (this “Agreement”) is made effective this ___ day of November, 2017 (the “Effective Date,”) between MAGELLAN GOLD CORPORATION, a Nevada corporation (“Pledgor”) and ______________, as Collateral Agent under the terms of a Collateral Agent Agreement of even date with the holders of Pledgor’s Series 2017 10% Secured Promissory Notes (“Secured Party”).

ESCROW AGREEMENT
Escrow Agreement • December 6th, 2017 • MAGELLAN GOLD Corp • Metal mining • Colorado

THIS ESCROW AGREEMENT, dated as of the 1st day of November, 2017 (“Escrow Agreement” or “Agreement”), is by and among MAGELLAN GOLD CORPORATION, a Nevada corporation (“Buyer”), and VANE MINERALS (UK) LIMITED (“Vane”) and ROSE PETROLEUM, plc (“Rose”) (Vane and Rose are together, the “Seller”) and Corporate Stock Transfer, Inc. (“Escrow Agent”). Each of Buyer, Seller and Escrow Agent are hereinafter sometimes individually referred to herein as a “party” and collectively as the “parties.”

COLLATERAL AGENT AGREEMENT
Collateral Agent Agreement • December 6th, 2017 • MAGELLAN GOLD Corp • Metal mining • Colorado

COLLATERAL AGENT AGREEMENT (this "Agreement") dated as of _________________, 2017, among ___________________ (the "Collateral Agent"), and the undersigned Lenders (each individually, a "Lender" and collectively, the "Lenders"), who hold or will acquire Notes issued or to be issued by MAGELLAN GOLD CORPORATION, a Nevada corporation (“Debtor” or the “Company”), at or about the date of this Agreement (collectively herein the “Notes").

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