PERSHING GOLD CORPORATION FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 15th, 2015 • Pershing Gold Corp. • Gold and silver ores • Nevada
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of April __, 2015, is made by and between Pershing Gold Corporation, a Nevada corporation (the “Company”) and the undersigned investors (each an “Investor” and collectively, the “Investors”).
FORM OF SUBSCRIPTION AGREEMENT PERSHING GOLD CORPORATIONForm of Subscription Agreement • May 15th, 2015 • Pershing Gold Corp. • Gold and silver ores • Nevada
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 15th, 2015 • Pershing Gold Corp. • Gold and silver ores • Florida
Introduction. Subject to the terms and conditions herein (this "Agreement"), Pershing Gold Corp., a Nevada corporation (the "Company"), hereby agrees to sell up to an aggregate of a minimum of $1,000,000 of its units (the "Minimum Offering") and a maximum of $15,000,000 of its units (the "Maximum Offering"), which may be increased at the election of the Company up to $30,000,000 (the “Increased Maximum Offering”), with each unit (a "Unit") consisting of: (i) one share of common stock, par value $0.0001 per share (the "Unit Shares"), and (ii) one warrant (an "Investor Warrant") to purchase 0.4 of one share of Common Stock at an exercise price of $0.44 per share (the "Investor Warrant Shares" and, together with the Unit Shares and the Investor Warrants, the "Securities"). The Securities are being sold directly to a limited number of "accredited investors" (each, an "Investor" and, collectively, the "Investors") as such term is defined in Rule 501 of Regulation D ("Regulation D") promulga
