SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 17th, 2017 • Comstock Mining Inc. • Gold and silver ores • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 13, 2017, is being entered into between COMSTOCK MINING INC., a Nevada corporation (the “Company”), and GF COMSTOCK 2 LP, a Delaware limited partnership (the “Purchaser”), with respect to the proposed issuance and sale by the Company of 11% Senior Secured Debenture due 2021 in an aggregate principal amount of $10,723,000 (the “Debenture”), in the form set forth in Exhibit A hereto.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • January 17th, 2017 • Comstock Mining Inc. • Gold and silver ores • New York
THIS PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is made as of this 13th day of January, 2017, by and between COMSTOCK MINING INC., a Nevada corporation and Comstock Mining LLC, a Nevada limited liability company (the “Company”), the subsidiaries of the Company from time to time party hereto, and GF COMSTOCK 2 LP, a Delaware limited partnership (the “Purchaser”) who has entered into a Securities Purchase Agreement with the Company.
ACKNOWLEDGEMENT, CONSENT AND WAIVER AGREEMENTAcknowledgement, Consent and Waiver Agreement • January 17th, 2017 • Comstock Mining Inc. • Gold and silver ores • New York
This Acknowledgement, Consent and Waiver Agreement (this “Agreement”), dated as of December 29, 2016, is entered into by and among Comstock Mining Inc., a Nevada corporation (“Comstock”), Northern Comstock LLC, a Nevada limited liability company (“Northern Comstock”), DWC Resources Inc., a Nevada corporation (“DWC”), The InterGroup Corporation, a Delaware corporation (“InterGroup”), Santa Fe Financial Corporation, a California corporation (“Santa Fe”), Portsmouth Square, Inc., a California corporation (“Portsmouth”) and John V. Winfield (“Winfield”). Reference is made to: (i) the Limited Liability Company Operating Agreement of Northern Comstock, dated as of October 19, 2010, as amended prior to the date hereof (the “NC Agreement”), by and among Comstock, DWC and Winfield; and (ii) Stockholders Agreement, dated as of July 29, 2015 (the “Stockholders Agreement”), by and among Comstock, Northern Comstock, DWC, InterGroup, Santa Fe, Portsmouth and Winfield.
