REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • Nevada
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is dated January 31, 2008, among Sterling Gold Corp. (together with any successor entity, herein referred to as the "Company"), a corporation organized pursuant to the laws of the State of Nevada, iDcentrix Inc. ("iDcentrix"), a company organized pursuant to the laws of the State of Delaware and Fortress Paper Ltd. ("Fortress"), a company organized pursuant to the laws of the Province of British Columbia.
CONSULTING AGREEMENTConsulting Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • California
This Consulting Agreement (the “Agreement”) is entered into as of October 1, 2007 (the “Effective Date”) by and between IDCENTRIX, (the “Company”), and Canadian Nexus Ventures Ltd., (“Consultant”). The Company desires to retain Consultant as a contractor to perform market branding and financing services for the Company and Consultant is willing to perform such Services, on terms set forth more fully below. In consideration of the mutual promises contained herein, the parties agree as follows:
CONSULTING AGREEMENTConsulting Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • California
THIS CONSULTING AGREEMENT (the "Agreement") is made and entered into as of the 25th day of October, 2007 (the “Effective Date”) by and between IDCENTRIX INCORPORATED, with its principal offices at 2101 Rosecrans Ave., Suite 4240 - El Segundo, CA 90245 ("IDCENTRIX" or "the Company") and Tate Preston, an individual doing business as eID Security, with offices at P.O. Box 127, Wayzata, MN 55391 ("CONSULTANT").
CONSULTING AGREEMENTConsulting Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • California
This Consulting Agreement (the “Agreement”) is entered into as of March 1, 2007 (the “Effective Date”) by and between IDCENTRIX, (the “Company”), and Arni Johansson, (“Consultant”). The Company desires to retain Consultant as an independent contractor to perform market branding and financing services for the Company and Consultant is willing to perform such Services, on terms set forth more fully below. In consideration of the mutual promises contained herein, the parties agree as follows:
CONSULTING AGREEMENTConsulting Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • California
This Consulting Agreement (the “Agreement”) is entered into as of February 15, 2007 (the “Effective Date”) by and between IDCENTRIX, (the “Company”), and Thierry WEIBEL, (“Consultant”). The Company desires to retain Consultant as an independent contractor to perform financial and administrative services for the Company and Consultant is willing to perform such Services, on terms set forth more fully below. In consideration of the mutual promises contained herein, the parties agree as follows:
ContractStock Escrow Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • Delaware
STOCK ESCROW AGREEMENT dated as of January 31, 2008 among IDCentrix, Inc., a Delaware corporation (the “Company”), Sterling Gold Corp., a Nevada Corporation (“Sterling”), Fortress Paper Ltd., a company organized pursuant to the laws of the Province of British Columbia (“Fortress”), and Kelley Drye & Warren LLP as escrow agent (the “Escrow Agent”).
TECHNOLOGY SUB-LICENCE AGREEMENT (US)Technology Sub-Licence Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • British Columbia
FORTRESS PAPER LTD., a corporation organized under the laws of British Columbia having an office at 157 Chadwick Court, North Vancouver, B.C. V7M 3K2, Canada
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • Delaware
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made as of the 31st day of January 2008 by and between iDcentrix, Inc., a Delaware corporation (“iDcentrix” or the “Assignor”) and Sterling Gold Corp., a Nevada Corporation (“Sterling” or the “Assignee”).
AMENDED AND RESTATED TECHNOLOGY SUB-LICENCE AGREEMENTTechnology Sub-Licence Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • British Columbia
FORTRESS PAPER LTD., a corporation organized under the laws of British Columbia having an office at 157 Chadwick Court, North Vancouver, B.C. V7M 3K2, Canada
SHARE EXCHANGE AGREEMENT among Sterling Gold Corp., a Nevada Corporation and iDcentrix, Inc., a Delaware Corporation and the Shareholders of iDcentrix, Inc. and the Shareholders Representative made as of January 16, 2008Share Exchange Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores • Delaware
This SHARE EXCHANGE AGREEMENT (this “Agreement”) among Sterling Gold Corp., a Nevada corporation (“Sterling”), iDcentrix, Inc., a Delaware corporation (“iDcentrix”), and all the holders of common shares of iDcentrix, named on Schedule 2.2 hereto (the “Shareholders”), and Francine Dubois as the appointed representative of the Shareholders (the “Shareholders Representative”) is effective as of January 16, 2008.
List of Material PatentsTechnology Sub-License Agreement • February 6th, 2008 • Sterling Gold Corp • Gold and silver ores
In April 2007, iDcentrix and Fortress Paper entered into the First Sub-license Agreement to grant iDcentrix the exclusive rights to use and exploit the LQard Technology in Canada in consideration for 3,500,000 iDcentrix Shares, representing about 39% of iDcentrix’s outstanding iDcentrix Shares at that time.
