SECURITY AGREEMENTSecurity Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • New York
This SECURITY AGREEMENT, dated as of February 11, 2008 (this “Agreement”), is among Wits Basin Precious Minerals Inc., a Minnesota corporation (the “Company”), certain Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and Platinum Long Term Growth V, LLC, a Delaware limited liability company (the “Secured Party”), the holder of the Company’s Senior Secured Note, issued on February 11, 2008 in the original principal amount of $1,020,000 (the “Note”), and its endorsees, transferees and assigns.
DEED OF TRUST AND SECURITY AGREEMENTDeed of Trust and Security Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • Colorado
THIS DEED OF TRUST AND SECURITY AGREEMENT (“Deed of Trust”) is made as of the 6th day of June, 2008, between HUNTER BATES MINING CORPORATION, a Minnesota corporation (“Grantor”), having an office at 900 IDS Center, 80 South 8th Street, Minneapolis MN 55402-8773, and the Gilpin County Public Trustee (“Trustee”), whose address is 203 Eureka Street, P.O. Box 368, Central City, CO, 80427.
ASSET PURCHASE AGREEMENT by and among CENTRAL CITY CONSOLIDATED MINING CORP., a Colorado corporation HUNTER GOLD MINING INC., a Colorado corporation, HUNTER GOLD MINING CORP., a British Columbia corporation, GEORGE OTTEN, a resident of Colorado and...Asset Purchase Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • Colorado
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 20th day of September, 2006, by and among Wits Basin Precious Minerals Inc., a corporation organized under the laws of the State of Minnesota (the “Purchaser”), Central City Mining Corp., a corporation organized under the laws of the State of Colorado and George Otten, a resident of Colorado, (collectively, the “Sellers” and each individually as a“Seller”), and Hunter Gold Mining Corp., a corporation organized under the laws of the Province of British Columbia, Canada, Hunter Gold Mining Inc, a corporation organized under the laws of the state of Colorado (collectively the “Covenantors” and each a “Covenantor”).
FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks
THIS FOURTH AMENDMENT to Asset Purchase Agreement is dated this 14th day of January, 2008, by and among Wits Basin Precious Minerals Inc. (the “Purchaser”), Central City Mining Corp. and George Otten (collectively, the “Sellers” and each individually as a“Seller”), and Hunter Gold Mining Corp. and Hunter Gold Mining Inc. (collectively the “Covenantors” and each a “Covenantor”) (the Purchaser, Sellers and Covenantors are individually or collectively, as the case may be, a “Party” or “Parties”).
FIFTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks
THIS FIFTH AMENDMENT to Asset Purchase Agreement is dated this 9th day of June, 2008, by and among Hunter Bates Mining Corporation (“Hunter Bates”), a Minnesota corporation and wholly-owned subsidiary of Wits Basin Precious Minerals Inc. (“Wits Basin”), a Minnesota corporation (as successor-in-interest to Wits Basin) (the “Purchaser”), Central City Consolidated, Corp. d/b/a Central City Consolidated Mining Co., a Colorado corporation, Hunter Gold Mining Inc., a Colorado corporation and George Otten, a Colorado resident (collectively, the “Sellers” and each individually, a“Seller”), and Hunter Gold Mining Corp., a British Columbia corporation (the “Covenantor”) (the Purchaser, Sellers and Covenantors are individually or collectively, as the case may be, a “Party” or “Parties”).
SHARE EXCHANGE AGREEMENT by and among PRINCETON ACQUISITIONS, INC., HUNTER BATES MINING CORPORATIONShare Exchange Agreement • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • Colorado
This Share Exchange Agreement (this “Agreement”), dated as of September 11, 2009 is by and among Princeton Acquisitions, Inc., a Colorado corporation (“Princeton Acquisitions”), Hunter Bates Mining Corporation (“Hunter Bates”), and the shareholders of Hunter Bates identified on Annex A hereto (the “Shareholder(s)”). Each of the parties to this Agreement is individually referred to herein as a “Party” and are collectively, the “Parties.”
SECONDARY DEED OF TRUST AND SECURITY AGREEMENTDeed of Trust • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • Colorado
THIS SECONDARY DEED OF TRUST AND SECURITY AGREEMENT (“Deed of Trust”) is made as of the 11th day of September, 2008, between HUNTER BATES MINING CORPORATION, a Minnesota corporation (“Grantor”), having an office at 900 IDS Center, 80 South 8th Street, Minneapolis MN 55402-8773, and the Gilpin County Public Trustee (“Trustee”), whose address is 203 Eureka Street, P.O. Box 368, Central City, CO, 80427.
AMENDED AND RESTATED GUARANTYGuaranty • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks • New York
GUARANTY (the “Guaranty”), dated as of July 10, 2008, by Gregory Gold Producers, Incorporated, a Colorado corporation, and Hunter Bates Mining Corporation, a Minnesota corporation, with an address of each with an address of 900 IDS Center, 80 South Eighth Street, Minneapolis, Minnesota 55402 (each a “Guarantor”, and collectively with any other party executing this Guaranty, the “Guarantors”), in favor of Platinum Long Term Growth V, LLC, a Delaware limited liability company, with an office at 152 West 57th Street, 54th Floor, New York, NY 10019 (the “Secured Party”).
Security Agreement dated as of February 11, 2008 made by Wits Basin Precious Minerals Inc. and its subsidiaries party thereto from time to time, as Debtors to and in favor of the Secured Party identified therein (the “Security Agreement”)Additional Debtor Joinder • October 5th, 2009 • Princeton Acquisitions Inc • Blank checks
Reference is made to the Security Agreement as defined above; capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in, or by reference in, the Security Agreement.
