SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 3, 2014, by and between Lithium Exploration Group, Inc., a Nevada corporation, with headquarters located at 3200 N. Hayden Road, Suite 235, Scottsdale, AZ 85251 (the “Company”), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive Suite 403, Miami Beach, FL 33140 (the “Buyer”).
PURCHASE AGREEMENTPurchase Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Nevada
THIS PURCHASE AGREEMENT, dated as of March 3, 2014, is entered into by and among Lithium Exploration Group, Inc., a Nevada corporation (the “Company”), and Iconic Holdings, LLC (the “Purchaser”).
ContractCommon Stock Purchase Warrant • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Arizona
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
ContractWarrant Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Nevada
THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO LITHIUM EXPLORATION GROUP, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
LITHIUM EXPLORATION GROUP, INC. CONVERTIBLE NOTEConvertible Note • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Nevada
FOR VALUE RECEIVED, LITHIUM EXPLORATION GROUP, INC., a Nevada corporation (the "Company"), hereby promises to pay to the order of VISTA CAPITAL INVESTMENTS, LLC or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, upon the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof).
ContractCommon Stock Purchase Warrant • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Utah
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR APPLICABLE EXEMPTION OR SAFE HARBOR PROVISION.
COMMON STOCK PURCHASE WARRANT LITHIUM EXPLORATION GROUP, INC.Common Stock Purchase Warrant • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, BLACK MOUNTAIN EQUITIES, INC. (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 Issue Date (as defined above) and on or prior to the close of business on the fifth (5th) anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Lithium Exploration Group, Inc. a Nevada corporation (the “Company”), up to 1,666,666 shares (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).
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...Note Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Texas
FOR VALUE RECEIVED, Lithium Exploration Group Inc, a Nevada Corporation (the "Company") doing business in Scottsdale Arizona, hereby promises to pay to the order of JSJ Investments Inc., an accredited investor and Texas Corporation, or its assigns (the "Holder") the principal amount of One Hundred Thousand Dollars ($100,000), on demand of the Holder (the "Maturity Date"), and to pay interest on the unpaid principal balance hereof at the rate of Twelve Percent (12%) per annum (the “Interest Rate”) from the date hereof (the “Issue Date”) until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise; provided, that any amount of principal or interest on this Note which is not paid when due shall bear interest at such rate on the unpaid principal balance hereof plus the Default Amount (as defined in Article 7, infra) from the due date thereof until the same is paid in full. Interest shall commence accruing on the Issuance Date, shall be comp
PURCHASE AGREEMENTPurchase Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Alberta
THIS PURCHASE AGREEMENT, dated as of March 3, 2014, is entered into by and among, Lithium Exploration Group Ltd., a Nevada Corporation (“LEXG”), Alta Disposal Ltd., Inc., an Alberta corporation (the “Company”), and 514742 B.C. Ltd, a British Columbia corporation (the “Purchaser”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Alberta
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the mutual covenants contained herein and other good and valuable consideration (the receipt and sufficiency of which is acknowledged), the Parties agree as follows:
ContractSecured Note • April 3rd, 2014 • Lithium Exploration Group, Inc. • Metal mining • Alberta
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
