C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Units is hereby accepted by the Company. DATED at ______________________, the________day of ___________________, 2006. Per: Authorized Signatory “THESE SECURITIES WERE ISSUED IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). ACCORDINGLY, NONE OF THE SECURITIES TO WHICH THIS CERTIFICATE RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD IN THE UNITED STATES (AS DEFINED HEREIN) OR, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT. “UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES INC. incorporated in the State of Nevada THIS IS TO CERTIFY THAT (the “Holder”) with an address at ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Providenciales, Turks & Caicos Islands, has the right to purchase, upon and subject to the terms and conditions hereinafter referred to, up to fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) at a price per Share (the “Exercise Price”) of USD $1.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).
Appears in 1 contract
Sources: Private Placement Subscription Agreement (Red Sky Resources Inc.)
C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Units Note is hereby accepted by the Company. Global Stevia Corp. DATED at _______________, _________________, the________day the 7th day of ___________________September, 20062012. GLOBAL STEVIA CORP. Per: Authorized Signatory “THESE /s/ Matthew Christopherson ------------------------------------ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ EXHIBIT "▇" FORM OF CONVERTIBLE NOTE THE SECURITIES WERE ISSUED REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO PERSONS A PERSON WHO ARE IS NOT A U.S. PERSONS PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"1933 ACT”"). ACCORDINGLY, NONE OF THE SECURITIES TO REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THIS CERTIFICATE RELATES THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES (AS DEFINED HEREIN) ORSOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSONS (AS DEFINED HEREIN) PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE COMPLIANCE WITH THE 1933 ACT. “"UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES INC. incorporated in the State of Nevada THIS IS TO CERTIFY THAT DATED: SEPTEMBER 7, 2012 U.S. $35,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, GLOBAL STEVIA CORP. (the “Holder”"COMPANY") promises to pay to COVENTRY CAPITAL LLC, or its registered assignS (the "HOLDER"), the principal sum of One Hundred Twenty Five Thousand Dollars ($35,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT") on September 7, 2014 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"), with an address at ▇.▇10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Providenciales, Turks & Caicos Islands, has the right to purchase, upon and THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER. This Note is subject to the terms and conditions hereinafter referred to, up to fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) at a price per Share (the “Exercise Price”) of USD $1.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).following additional provisions:
Appears in 1 contract
C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Units Note is hereby accepted by the Company. Norstra Energy Inc. DATED at ______________________Southlake, the________day Texas, the 6h day of ___________________December, 20062013. NORSTRA ENERGY INC. Per: Authorized Signatory “THESE /s/ Glen Landry ---------------------------------- Glen Landry EXHIBIT "A" FORM OF CONVERTIBLE NOTE THE SECURITIES WERE ISSUED REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO PERSONS A PERSON WHO ARE IS NOT A U.S. PERSONS PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"1933 ACT”"). ACCORDINGLY, NONE OF THE SECURITIES TO REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THIS CERTIFICATE RELATES THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES (AS DEFINED HEREIN) ORSOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSONS (AS DEFINED HEREIN) PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE COMPLIANCE WITH THE 1933 ACT. “"UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES . DATED: DECEMBER 6, 2013 U.S. $150,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, NORSTRA ENERGY INC. incorporated in the State of Nevada THIS IS TO CERTIFY THAT (the “Holder”"COMPANY") with an address at ▇.▇. ▇▇▇ ▇▇▇promises to pay to JACKSON BENNETT LLC, ▇▇▇or its registered assignS (the "HOLDER"), the p▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ One Hundred Fifty Thousand Dollars ($150,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT") on December 6, Providenciales2015 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"), Turks & Caicos Islandswith 10% annual interest, has to the right to purchaseHolder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, upon and if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER. This Note is subject to the terms and conditions hereinafter referred to, up to fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) at a price per Share (the “Exercise Price”) of USD $1.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).following additional provisions:
Appears in 1 contract
C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Units Note is hereby accepted by the Company. Norstra Energy Inc. DATED at ______________________Laredo , the________day Texas, the 27 th day of ___________________February, 20062013. NORSTRA ENERGY INC. Per: Authorized Signatory /s/ Dallas Kerenkezov Dallas Kerenkezov EXHIBIT “THESE A” Form of Convertible Note THE SECURITIES WERE ISSUED REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO PERSONS A PERSON WHO ARE IS NOT A U.S. PERSONS PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"1933 ACT”"). ACCORDINGLY, NONE OF THE SECURITIES TO REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THIS CERTIFICATE RELATES THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES (AS DEFINED HEREIN) ORSOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSONS (AS DEFINED HEREIN) PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE COMPLIANCE WITH THE 1933 ACT. “"UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES Dated: February 27, 2013 U.S. $100,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, NORSTRA ENERGY INC. incorporated in the State of Nevada THIS IS TO CERTIFY THAT (the “HolderCompany”) with an address at ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇promises to pay to J▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLC, Providencialesor its registered assigns (the “Holder”), Turks & Caicos Islandsthe principal sum of One Hundred Thousand Dollars ($100,000) in lawful currency of the United States (the “Principal Amount”) on February 27, has 2015 or such earlier date as the right Note may be permitted to purchasebe repaid as provided hereunder (the “Maturity Date”), upon with 10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. The Company may prepay any portion of the Principal Amount without the prior written consent of the Holder. This Note is subject to the terms and conditions hereinafter referred to, up to fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) at a price per Share (the “Exercise Price”) of USD $1.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).following additional provisions:
Appears in 1 contract
Sources: Private Placement Subscription Agreement (Norstra Energy Inc)