AGENCY AGREEMENTAgency Agreement • April 3rd, 2006 • Searchlight Minerals Corp. • Services-business services, nec • Nevada
We understand that Searchlight Minerals Corp. (the “Corporation”) proposes to issue up to 4,000,000 Units of the Corporation at a subscription price of $0.50 per unit (“Unit”), each Unit consisting of (i) one common share in the capital of the Corporation (“Common Share”), (ii) one half of one common share purchase warrant (“Warrant”), each whole Warrant exercisable into one additional common share of the Corporation (“Warrant Share”) for a period of nine months from the Closing Date (defined below) at a price of $1.25 per share, and (iii) one non-transferable penalty warrant (“Penalty Warrant”) exercisable into one-tenth of one additional Unit (one whole unit, a “Penalty Unit”) for no additional consideration, which will be deemed to be exercised on the business day following the Filing Deadline (defined below) if and only if a registration statement, to be filed with the U.S. Securities and Exchange Commission pursuant to this Agency Agreement for the purpose of registering the resal
