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0001213900-15-005655 Sample Contracts

COMMON STOCK PURCHASE WARRANT MAXWELL RESOURCES, INC.
Security Agreement • August 3rd, 2015 • Maxwell Resources, Inc. • Gold and silver ores • Nevada

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, COLFAX EXPLORATION PARTNERS I, LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (as defined above) and on or prior to the close of business on July 27, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cereplast, Inc., a Nevada corporation (the “Company”), up to 67,109,000 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 1(b).

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ASSET PURCHASE AGREEMENT BETWEEN
Asset Purchase Agreement • August 3rd, 2015 • Maxwell Resources, Inc. • Gold and silver ores

This Asset Purchase Agreement is dated July 27, 2015, and is between Colfax Exploration Partners I, a Texas limited liability company, (“Seller” or “Sellers”), and Maxwell Resources, Inc., a Nevada corporation (“MAXE” or “Buyer”).

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