OPTION CONTRACT FOR THE AQUISITION OF RIGHTS OF A MINING TITLEColombia Energy Resources, Inc. • March 30th, 2012 • Bituminous coal & lignite surface mining
COLOMBIA CLEAN POWER & FUELS, INC. 10% SECURED CONVERTIBLE NOTE DUE JUNE 30, 2012Colombia Energy Resources, Inc. • March 30th, 2012 • Bituminous coal & lignite surface mining
This Note shall, (i) upon declaration by the Holder or (ii) automatically upon acceleration pursuant to clause (c) below, become immediately due and payable upon the occurrence of any of the following specified events of default:
ASSOCIATION CONTRACT FOR THE MINING EXPLOITATION WITHIN THE TITLE FFB-081Colombia Energy Resources, Inc. • March 30th, 2012 • Bituminous coal & lignite surface mining
Between the undersigned, on one part, namely, CESAR E. SALGADO B., of legal age, with an address in the city of Duitama, Boyacá, identified with the cédula no. 3.102.803, acting as legal representative and duly authorized by the Board of Directors of AMERICANA DE MINERALES DE EXPORTACION SAS, who for the effect of the present document will be referred to as AMERALEX and on the other part, CARLOS JULIO SOTO VASQUEZ, of legal age, with an address in Bogotá D.C., identified with the cédula number 70.045.125 issued in Medellín and LILIANA RODRIGUEZ VENEGAS, identified with the cédula number 40.040.220 of Tunja, who act in their capacity of legal representatives of COLOMBIA CLEAN POWER SAS, a legally constituted partnership in Colombia in a private document of the twenty seventh (27) of May, 2010, registered in the Chamber of Commerce of Bogota under the NIT no. 900.362.160-8, and that for the effect of the current document will be referred to as CCP, that for the current document agreed to
Colombia Clean power & fuels, Inc. NONQUALIFIED STOCK OPTION GRANT AGREEMENTNonqualified Stock Option Grant Agreement • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
THIS GRANT AGREEMENT (the “Agreement”) is entered into as of by and between colombia clean power & fuels, Inc., a Nevada corporation (the “Corporation”), and (“Grantee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining • New York
This Subscription Agreement (the “Agreement”) is executed by the undersigned (the “Subscriber”) in connection with the offering (the “Offering”) by Colombia Clean Power & Fuels, Inc., a Nevada corporation (the “Issuer”), of a minimum of $500,000 and a maximum of $2,5000,000 aggregate principal amount of 10% Secured Convertible Notes due June 30, 2012 (the “Notes”) of the Issuer and warrants (the “Investor Warrants”) to purchase up to 1,000,000 shares of Common Stock, par value $.001 per share, of the Issuer (the “Shares”) (the Notes and the Investor Warrants are collectively referred to as the “Offered Securities”). For every $250,000 principal amount of Notes purchased, the Subscriber shall receive Investor Warrants to purchase 100,000 shares of Common Stock. The Notes shall be substantially in the form attached hereto as Exhibit A. The Investor Warrants shall be substantially in the form attached hereto as Exhibit B.
AGREEMENT AND PLAN OF MERGER BETWEEN COLOMBIA CLEAN POWER & FUELS, INC. A NEVADA CORPORATION AND COLOMBIA ENERGY RESOURCES, INC. A DELAWARE CORPORATIONAgreement and Plan of Merger • March 30th, 2012 • Colombia Energy Resources, Inc. • Bituminous coal & lignite surface mining
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of the 7th day of October, 2011 is made by and between Colombia Clean Power & Fuels, Inc., a Nevada corporation (“CCPF”) and Colombia Energy Resources, Inc., a Delaware corporation (“Colombia Energy” also known as the “Surviving Entity”).
