Jupiter Gold Corp Sample Contracts
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • November 22nd, 2016 • Jupiter Gold Corp • Gold and silver ores • California
This Board of Directors Agreement ("Agreement") made as of September 1st, 2016 by and between Jupiter Gold Corporation, a Marshall Islands corporation, with its principal place of business at Rua Vereador João Alves Praes nº 95-A, Olhos D'Água, MG 39398-000, Brazil (the "Company") and Ambassador Christopher Westdal, a Canadian resident ("Director"), with a mailing address at 3 Winnisic Chelsea, Quebec J9B 2L5, Canada, provides for services, according to the following terms and conditions:
Representative’s Warrant AgreementRepresentative’s Warrant Agreement • January 12th, 2026 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, A.G.P./Alliance Global Partners 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 and from time to time from and after the 180th day from the date of effectiveness (the “Commencement Date”) of those certain registration statements on (i) Form F-1, as amended (File No. 333-290242) and (ii) Form F-1 (MEF) (File No. 333-292623 (together, the “Registration Statement”), filed by the Company (the “Initial Exercise Date”), in accordance with FINRA Rule 5110(e)(1), and through and including the five (5) year anniversary of the Commencement Date, which such date is January 8, 2031 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Atlas Critical Minerals Corporation, a Republic of the Marshall Islands corporation (the “Company”), up to EIGHTY-TWO THOUSAND EIGHT HUNDRED (82,800
SERVICE AGREEMENTService Agreement • December 1st, 2016 • Jupiter Gold Corp • Gold and silver ores • Marshall Islands
This SERVICE AGREEMENT ("Service Agreement") is entered hereby by and between Jupiter Gold Corporation, a Marshall Islands corporation ("Jupiter Gold"), and Brazil Minerals, Inc., a Nevada, United States of America corporation ("Brazil Minerals").
BOARD OF DIRECTORS AND CHAIRMANSHIP AGREEMENTBoard of Directors and Chairmanship Agreement • November 22nd, 2016 • Jupiter Gold Corp • Gold and silver ores • California
This Board of Directors and Chairmanship Agreement ("Agreement") made as of September 1st, 2016 by and between Jupiter Gold Corporation, a Marshall Islands corporation, with its principal place of business at Rua Vereador João Alves Praes nº 95-A, Olhos D'Água, MG 39398-000, Brazil (the "Company") and Marc Fogassa, whose mailing address is c/o Brazil Minerals, Inc., 1443 East Washington Boulevard, Suite 278, Pasadena, CA 91104, United States of America (hereinafter referred to as "Employee"). "Director") provides for services, according to the following terms and conditions:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 1st, 2016 • Jupiter Gold Corp • Gold and silver ores
This REGISTRATION RIGHTS AGREEMENT ("Registration Agreement") is entered as of July 27, 2016 by and between Jupiter Gold Corporation, a Marshall Islands corporation ("Jupiter Gold"), and Brazil Minerals, Inc., a Nevada, United States of America corporation ("Brazil Minerals").
STOCK PURCHASE AND SALE AGREEMENTStock Purchase and Sale Agreement • December 1st, 2016 • Jupiter Gold Corp • Gold and silver ores • Marshall Islands
This STOCK PURCHASE AND SALE AGREEMENT ("Stock Agreement") is hereby entered into as of July 27, 2016 by and among Jupiter Gold Corporation ("Jupiter Gold"), a Marshall Islands corporation, Brazil Minerals, Inc., a Nevada, United States of America corporation ("Brazil Minerals"), and Hercules Resources Corporation, a Marshall Islands corporation ("Hercules").
AGREEMENT AND PLAN OF MERGERMerger Agreement • November 22nd, 2024 • Jupiter Gold Corp • Gold and silver ores
This Agreement and Plan of Merger (this “Agreement”) is dated as of October 31, 2024 between Jupiter Gold Corporation, a Republic of the Marshall Islands corporation, with an address at Rua Antonio de Albuquerque, Suite 1720, Belo Horizonte, MG 30112-010, Brazil (“Jupiter”), and Apollo Resources Corporation, a Republic of the Marshall Islands corporation, with an address at Rua Antonio de Albuquerque, Suite 1740, Belo Horizonte, MG 30112-010, Brazil (“Apollo”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 1st, 2016 • Jupiter Gold Corp • Gold and silver ores • California
This Employment Agreement ("Agreement") is made and entered into on September 1st, 2016, between JUPITER GOLD CORPORATION, a Marshall Islands corporation, whose principal business address is at Rua Vereador João Alves Praes nº 95-A, Olhos D'Água, MG 39398-000, Brazil (hereinafter referred to as "Employer") and MARC FOGASSA, whose mailing address is c/o Brazil Minerals, Inc., 1443 East Washington Boulevard, Suite 278, Pasadena, CA 91104, United States of America (hereinafter referred to as "Employee").
GOLD RETRIEVAL UNIT DEPLOYMENT AND REVENUE SPLIT AGREEMENTGold Retrieval Unit Deployment and Revenue Split Agreement • November 22nd, 2016 • Jupiter Gold Corp • Gold and silver ores • Marshall Islands
This GOLD RETRIEVAL UNIT DEPLOYMENT AND REVENUE SPLIT AGREEMENT ("GRU Agreement") is hereby entered into between Jupiter Gold Corporation ("Jupiter Gold"), a Marshall Islands corporation, and Brazil Minerals, Inc., a Nevada, United States of America corporation ("Brazil Minerals").
Atlas Critical Minerals Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • January 12th, 2026 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores • New York
The undersigned, Atlas Critical Minerals Corporation, a Republic of the Marshall Islands corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (“A.G.P.”) and Banco Bradesco BBI S.A. (hereinafter referred to as “you” (including its correlatives) or the “Representatives” or, individually, the “Representative”) and with the other underwriters named on Schedule 1 hereto (if any) for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WAIVER AGREEMENTWaiver Agreement • September 25th, 2025 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores
This Waiver Agreement (the “Agreement”) is entered into on August 25, 2025, by and between Atlas Critical Minerals Corporation (f/k/a Jupiter Gold Corporation), a Republic of the Marshall Islands corporation (“ACM”), and Atlas Lithium Corporation, a Nevada corporation (“ATLX” and, together with ACM, the “parties”), with reference to the following facts:
Form of Lock-Up AgreementLock-Up Agreement • October 8th, 2025 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores
Atlas Critical Minerals Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • October 8th, 2025 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores • New York
The undersigned, Atlas Critical Minerals Corporation, a Republic of the Marshall Islands corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (“A.G.P.”) and Banco Bradesco BBI S.A. (hereinafter referred to as “you” (including its correlatives) or the “Representatives” or, individually, the “Representative”) and with the other underwriters named on Schedule 1 hereto (if any) for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
CONFIDENTIALFinancial Advisory Agreement • January 12th, 2026 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores • New York
The purpose of this financial advisory agreement (this “Agreement”) is to confirm the engagement of A.G.P./Alliance Global Partners (“A.G.P.”) by Atlas Critical Minerals Corporation, a Republic of the Marshall Islands corporation (the “Company”) for financial advisory services provided during the uplisting (the “Uplisting”) of its common stock from trading on the OTCQB operated by the OTC Markets Group, Inc. to the Nasdaq Stock Market LLC and related matters.
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • October 8th, 2025 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________ 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 and from time to time from and after the 180th day from the date of effectiveness (the “Commencement Date”) of that certain registration statement on Form F-1, as amended (File No. 333-290242) (the “Registration Statement”), filed by the Company (the “Initial Exercise Date”), in accordance with FINRA Rule 5110(e)(1), and through and including the five (5) year anniversary of the Commencement Date, which such date is [●], 2030 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Atlas Critical Minerals Corporation, a Republic of the Marshall Islands corporation (the “Company”), up to ______ shares of the Company’s common stock, par value $0.001 per share (the “Common Stock,” and such shares of Common Stock unde
OPtion AGREEMENTOption Agreement • February 28th, 2025 • ATLAS CRITICAL MINERALS Corp • Gold and silver ores • Nevada
This Option Agreement (this “Agreement”) is dated as of December 19, 2024, between Jupiter Gold Corporation, a Republic of the Marshall Islands corporation, with an address at Rua Antônio de Albuquerque, 156, Suite 1720, Belo Horizonte, MG 30112-010, Brazil (the “Jupiter Gold”), and Atlas Lithium Corporation, a Nevada corporation (NASDAQ: ATLX), with address at Rua Antônio de Albuquerque, 156, 17th floor, Belo Horizonte, MG 30112-010, Brazil (the “Atlas Lithium”).
TRANSFER AGENT AGREEMENTTransfer Agent Agreement • November 22nd, 2016 • Jupiter Gold Corp • Gold and silver ores • California
This Transfer Agent Agreement ("Agreement") is entered into on this 8th day ay of August, 2016 ("Effective Date") by and between West Coast Stock Transfer, Inc. and Jupiter Gold Corporation (the "Company"). The Parties hereunder hereby agree to the following: