SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 2nd, 2011 • Lithium Exploration Group, Inc. • Metal mining • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2011, between Lithium Exploration Group, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 2nd, 2011 • Lithium Exploration Group, Inc. • Metal mining
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and the Purchaser (the “Purchase Agreement”).
12% SENIOR CONVERTIBLE DEBENTURE DUE DECEMBER 28, 2012Lithium Exploration Group, Inc. • November 2nd, 2011 • Metal mining • New York
THIS 12% SENIOR CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Convertible Debentures of Lithium Exploration Group, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 3200 N. Hayden Road, Suite 300, Scottsdale, AZ 85251, designated as its 12% Senior Convertible Debenture due December 28, 2012 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
COMMON STOCK PURCHASE WARRANT LITHIUM EXPLORATION GROUP, INC.Lithium Exploration Group, Inc. • November 2nd, 2011 • Metal mining
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Hagen Investments Ltd. 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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Lithium Exploration Group, Inc., a Nevada corporation (the “Company”), up to 1,204,819 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).
ESCROW AGREEMENTEscrow Agreement • November 2nd, 2011 • Lithium Exploration Group, Inc. • Metal mining • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made as of June 29, 2011, by and among Hagen Investment Ltd. (the “Purchaser”), Lithium Exploration Group, Inc., a Nevada corporation (the “Company”) and Sichenzia Ross Friedman Ference LLP, with an address at 61 Broadway, 32nd Floor, New York, New York 10006 (the “Escrow Agent”).
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • November 2nd, 2011 • Lithium Exploration Group, Inc. • Metal mining • New York
GUARANTY AND PLEDGE AGREEMENT (this “Agreement”), dated as of June 29, 2011, among Lithium Exploration Group, Inc., a Nevada corporation (the “Company”), Alexander Walsh (the “Pledgor”), and Hagen Investments Ltd., a limited liability company formed under the laws of Turks and Caicos Islands (the “Pledgee”).
