AMENDING AGREEMENT Coal LeaseCoal Lease • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores • British Columbia
PEACE RIVER PARTNERSHIP, a partnership existing under the laws of the Province of Alberta between P. Burns Peace River Resources Corporation and P. Burns Partners Limited, and having an office in the City of Calgary in the Province of Alberta (herein referred to as the “Peace River Partnership”)
GENERAL SECURITY AGREEMENTSecurity Agreement • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores • British Columbia
THIS SECURITY AGREEMENT (as amended, modified, renewed, supplemented, replaced or extended from time to time, this “Agreement”) dated this 8th day of August, 2013, is made by and between CARDERO RESOURCE CORP., a corporation existing under the laws of the Province of British Columbia (the “Borrower”), and E.L. II Properties Trust and Kopple Family Partnership, L.P. (collectively, the “Lenders”).
GUARANTEEGuarantee • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores
This Guarantee dated this 8th day of August, 2013 is made by CARDERO COAL LTD. to and in favour of E.L. II Properties Trust and Kopple Family Partnership, L.P. (the “Secured Creditors”).
AMENDING AGREEMENT Carbon Creek Joint Venture AgreementJoint Venture Agreement • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores • British Columbia
CARBON CREEK PARTNERSHIP, a partnership existing under the laws of the Province of Alberta between P. Burns Carbon Creek Coal Corporation and P. Burns Partners Limited, and having an office in the City of Calgary in the Province of Alberta (herein referred to as the “Carbon Creek Partnership”)
SUBSCRIPTION AGREEMENT SENIOR SECURED NOTESubscription Agreement • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores
The undersigned (the “Purchaser”) hereby irrevocably subscribes for and agrees to purchase, on and subject to the terms and conditions set forth herein, a Senior Secured Note of the Corporation in the aggregate principal amount of $• (the “Note”) for the aggregate purchase price of $•. Capitalized terms used herein shall have the meaning ascribed thereto in Exhibit “A” - Defined Terms or the Note, as applicable. All references to dollar amounts herein shall be to lawful currency of the United States of America unless otherwise stated.
December 5, 2013 Cardero Resource Corp. Suite 2300 – 1177 West Hasting Street Vancouver, British Columbia V6E 2K3Facility Letter • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores • British Columbia
This Facility Letter amends by restatement and supersedes in its entirety the terms and conditions of the facility letter dated August 28, 2013 entered into by E.L. II Properties Trust (the “Trust”), as the original lender, Cardero Resource Corp. (the “Borrower”), as borrower, and Cardero Coal Ltd. (the “Guarantor”), as guarantor, with respect to the US$500,000 demand line of credit facility provided to the Borrower (the “Original Facility”).
SECURITIES PLEDGE AGREEMENTSecurities Pledge Agreement • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores
This SECURITIES PLEDGE AGREEMENT (as amended, modified, renewed, supplemented, replaced or extended from time to time, this “Agreement”) dated this 8th day of August, 2013 by CARDERO RESOURCE CORP., a corporation existing under the laws of the Province of British Columbia (hereinafter referred to as the “Pledgor”) to and in favour of E.L. II Properties Trust and Kopple Family Partnership, L.P. (collectively, the “Lenders”).
December 5, 2013 Cardero Resource Corp. Suite 2300 – 1177 West Hasting Street Vancouver, British Columbia V6E 2K3Facility Letter • May 6th, 2014 • Cardero Resource Corp. • Gold and silver ores
We refer to the Facility Letter dated December 5, 2013 among E.L. II Properties Trust (the “Trust”) and Kopple Family Partnership, L.P. (“Kopple LP”), as lenders, Cardero Resource Corp. (the “Borrower”), as borrower, and Cardero Coal Ltd. (the “Guarantor”), as guarantor, with respect to a US$5,000,000 demand line of credit facility (the “Credit Facility”) provided to the Borrower (the “Facility Letter”).
