ContractConvertible Note • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores • Nevada
THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, ENCUMBERED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DESERT HAWK GOLD CORP. THAT SUCH REGISTRATION IS NOT REQUIRED OR SUCH TRANSACTION COMPLIES WITH RULES PROMULGATED BY THE SECURITIES AND EXCHANGE COMMISSION UNDER THE ACT.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores • Nevada
THIS NOTE PURCHASE AGREEMENT (the “Agreement”) is made as of October 14, 2016 (the “Effective Date”) by and among Desert Hawk Gold Corp., a Nevada corporation (the “Company”), and the purchasers executing a purchaser signature page attached hereto (each, individually, a “Purchaser” and collectively, the “Purchasers”). Any capitalized term not otherwise defined herein shall have the meaning set forth for such term in the Notes (defined below).
SECURITY AGREEMENTSecurity Agreement • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores • Nevada
This SECURITY AGREEMENT (as amended, modified or otherwise supplemented from time to time, this “Agreement”), dated and effective as of October 14, 2016 made by Desert Hawk Gold Corp., a Nevada corporation (“Debtor”), in favor of Ibearhouse, LLC and West C Street, LLC (the “Secured Parties”).
FOURTEENTH AMENDMENT TO INVESTMENT AGREEMENTInvestment Agreement • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores • New York
This Fourteenth Amendment to Investment Agreement (“Amendment”) is made effective as of the 22nd day of December, 2016 by and between Desert Hawk Gold Corp., a Nevada corporation (the “Company”), and DMRJ Group I, LLC, a Delaware limited liability company (“DMRJ”).
ContractPromissory Note • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores • Nevada
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE TRANSFERRED OR SOLD IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OR OTHER COMPLIANCE UNDER THE ACT OR THE LAWS OF THE APPLICABLE STATE OR A “NO ACTION” OR INTERPRETIVE LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE ACT AND SUCH STATE STATUTES.
EQUIPMENT LEASE AGREEMENTEquipment Lease Agreement • June 29th, 2018 • Desert Hawk Gold Corp. • Gold and silver ores
