SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 23rd, 2015 • Ironwood Gold Corp. • Miscellaneous metal ores • New York
This Securities Purchase Agreement (this "Agreement") is dated as of July 16, 2015 between Ironwood Gold Corp., a Nevada corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a "Purchaser" and collectively, the "Purchasers").
COMMON STOCK PURCHASE WARRANT IRONWOOD GOLD CORP.Ironwood Gold Corp. • July 23rd, 2015 • Miscellaneous metal ores
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, Alpha Capital Anstalt or its assigns (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 date hereof (the "Initial Exercise Date") and on or prior to the close of business on the eight (8) year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Ironwood Gold Corp., a Nevada corporation (the "Company"), up to 15,000,000 shares (as subject to adjustment hereunder, 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 2(b).
SECURED CONVERTIBLE NOTE DUE JULY 16, 2018Ironwood Gold Corp. • July 23rd, 2015 • Miscellaneous metal ores • New York
THIS CONVERTIBLE NOTE is duly authorized and validly issued by Ironwood Gold Corp., a Nevada corporation, (the "Borrower"), having its principal place of business at Box 730 411 Brink Street, Ashcroft, BC V0K 1A0, due July 16, 2018 (this note, the "Note").
LOCKUP AGREEMENTLockup Agreement • July 23rd, 2015 • Ironwood Gold Corp. • Miscellaneous metal ores • New York
This AGREEMENT (the "Agreement") is made as of the 16th day of July, 2015, by Andrew McKinnon ("Holder"), maintaining an address at Box 730-411-Brink Street, Ashcroft BC, V0K 1A0, in connection with his ownership of shares of IRONWOOD GOLD CORP., a corporation amalgamated pursuant to the laws of the Province of Ontario (the "Company").
