as Issuer and as Trustee INDENTUREIndenture • September 14th, 2004 • Golden Star Resources LTD • Gold and silver ores
Exhibit 10.11 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, made as of the 30th day of April 2004 (the "Effective Date") (the "Agreement") by and between GOLDEN STAR RESOURCES LTD. (the "Company") and...Employment Agreement • February 3rd, 2005 • Golden Star Resources LTD • Gold and silver ores
GOLDEN STAR RESOURCES LTD. Issuer TO IBJ WHITEHALL BANK & TRUST COMPANY Trustee FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • August 31st, 1999 • Golden Star Resources LTD • Gold and silver ores • New York
EXHIBIT 10.9 FORM OF OPTION AGREEMENT THIS AGREEMENT is entered into effective as of the 16th of August, 2001 (the "Date of Grant") BETWEEN: Golden Star Resources Ltd., a corporation created by amalgamation under the laws of Canada and having its...Option Agreement • March 31st, 2003 • Golden Star Resources LTD • Gold and silver ores • British Columbia
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of April 15, 2005, by and among Golden Star Resources Ltd., a corporation organized under the laws of Canada, with headquarters located at 10901 West...Registration Rights Agreement • April 19th, 2005 • Golden Star Resources LTD • Gold and silver ores • New York
Exhibit 10-1 AMENDMENT TO RIGHTS AGREEMENT THIS AMENDING AGREEMENT dated as of the 30th day of June, 1999 BETWEEN: GOLDEN STAR RESOURCES LTD., a corporation subsisting under the Canada -------------------------- Business Corporations Act (hereinafter...Rights Agreement • August 18th, 1999 • Golden Star Resources LTD • Gold and silver ores • British Columbia
Exhibit 10.23 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT dated for reference the 1st day of July, 2002. BETWEEN: ST. JUDE RESOURCES LTD., of Suite 200, 5405 - 48th Avenue, Delta, British Columbia, V4K 1W6 (herein referred to as the "Company")Executive Employment Agreement • March 29th, 2006 • Golden Star Resources LTD • Gold and silver ores • British Columbia
Form of Specimen of Four-Year Warrant of Golden Star Resources Ltd.] Certificate No. __ CUSIP No. ___________ Number of Shares __________ GOLDEN STAR RESOURCES LTD. WARRANT TO PURCHASE COMMON STOCK This certifies that, for good and valuable...Warrant Agreement • August 31st, 1999 • Golden Star Resources LTD • Gold and silver ores • New York
UNDERWRITING AGREEMENT February 10, 2003 Golden Star Resources Ltd. 10579 Bradford Road Suite 103 Littleton, Colorado USA, 80127-4247 ATTENTION: MR. PETER J. BRADFORD, PRESIDENT AND CHIEF EXECUTIVE OFFICER Dear Sir: Based upon and subject to the terms...Underwriting Agreement • February 11th, 2003 • Golden Star Resources LTD • Gold and silver ores • Ontario
Exhibit 10-2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of June 9, 1999 between GOLDEN STAR RESOURCES LTD., a corporation organized under the laws of Canada with its principal offices located...Registration Rights Agreement • August 18th, 1999 • Golden Star Resources LTD • Gold and silver ores
Exhibit 10.3 ESCROW AGREEMENT ESCROW AGREEMENT dated as of August 24, 1999 (this "Agreement") AMONG: GOLDEN STAR RESOURCES LTD. ("Golden Star"), a Canadian corporation AND TD SECURITIES (USA) INC. (the "Agent") AND INTERNATIONAL FINANCE CORPORATION...Escrow Agreement • August 31st, 1999 • Golden Star Resources LTD • Gold and silver ores • New York
SUBORDINATED CONVERTIBLE DEBENTURES DUE 2004 FOUR-YEAR WARRANTS TO PURCHASE COMMON SHARES UNITS REPRESENTING COMMON SHARES AND WARRANTS TO PURCHASE COMMON SHARES GOLDEN STAR RESOURCES LTD. AGENCY AGREEMENTAgency Agreement • August 31st, 1999 • Golden Star Resources LTD • Gold and silver ores • New York
EXHIBIT 10.9 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, made as of the 30th day of April 2004 (the "Effective Date") (the "Agreement") by and between GOLDEN STAR RESOURCES LTD. (the "Company") and DOUGLAS...Employment Agreement • February 3rd, 2005 • Golden Star Resources LTD • Gold and silver ores
BETWEENLicensing Agreement • March 31st, 2006 • Golden Star Resources LTD • Gold and silver ores • England
EXHIBIT 4.3 RIGHTS AGREEMENT DATED AS OF APRIL 24, 1996Rights Agreement • January 23rd, 2003 • Golden Star Resources LTD • Gold and silver ores • British Columbia
ARTICLE 1. DEFINITIONS AND INCORPORATION BY REFERENCE.............................................................1 SECTION 1.01 Certain Definitions.................................................................1 SECTION 1.02 Other...Indenture • December 27th, 2002 • Golden Star Resources LTD • Gold and silver ores
SUPPORT AGREEMENT for WASSA GOLD PROJECT -------------------------------------- Mayer, Brown, Rowe & Maw 11 Pilgrim Street London EC4V 6RWSupport Agreement • September 30th, 2002 • Golden Star Resources LTD • Gold and silver ores
AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENTShareholder Rights Plan Agreement • May 12th, 2010 • Golden Star Resources LTD • Gold and silver ores • Ontario
AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT dated as of May 6, 2010 between GOLDEN STAR RESOURCES LTD., a corporation organized under the laws of Canada (the “Corporation”), and CIBC MELLON TRUST COMPANY, a trust company existing under the laws of Canada, as rights agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder), amending and restating the Rights Agreement dated as of April 24, 1996 between the Corporation and The R-M Trust Company, as rights agent, as amended pursuant to an Amending Agreement dated as of June 30, 1999 between the Corporation and CIBC Mellon Trust Company (formerly The R-M Trust Company), as rights agent, as amended and restated by the Amended and Restated Shareholder Rights Plan Agreement dated as of May 20, 2004 between the Corporation and CIBC Mellon Trust Company as rights agent, as amended and restated by the Amended and Restated Shareholder Rights Plan Agreement dated as of May 9, 2007 between the Corporation a
amongRegistration Rights Agreement • August 31st, 1999 • Golden Star Resources LTD • Gold and silver ores • New York
Exhibit 10.38(c) EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2000 • Golden Star Resources LTD • Gold and silver ores • Colorado
BETWEENMemorandum of Agreement • March 31st, 2003 • Golden Star Resources LTD • Gold and silver ores
DRAFT GOLDEN STAR RESOURCES LTD. ISSUER TO TRUSTEE INDENTURE DATED AS OF , 199 Convertible Debt Securities TABLE OF CONTENTS ARTICLE 1 -DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 1.1 Definitions....................................... 1...Indenture • November 6th, 1996 • Golden Star Resources LTD • Gold and silver ores • New York
1 EXHIBIT 10.15 AGREEMENT OF PURCHASE AND SALE AGREEMENT OF PURCHASE AND SALE, dated as of January 10, 1997 (the "Agreement") by and between Pan African Resources Corporation, a company incorporated under the laws of Barbados ("PARC") and Lafayette...Purchase and Sale Agreement • March 31st, 1997 • Golden Star Resources LTD • Gold and silver ores • Colorado
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT, made as of the 22nd day of September 2003 (the "Effective Date") (the "Agreement") by and between GOLDEN STAR RESOURCES LTD. (the "Company") and BRUCE HIGSON-SMITH (the "Employee"). WHEREAS the Company...Employment Agreement • October 31st, 2003 • Golden Star Resources LTD • Gold and silver ores • Colorado
CONVERSION AGREEMENTConversion Agreement • September 30th, 2002 • Golden Star Resources LTD • Gold and silver ores
andRoyalty Agreement • September 30th, 2002 • Golden Star Resources LTD • Gold and silver ores • England
Exhibit 10.39(c) OPTION AGREEMENT ---------------- THIS AGREEMENT is entered into effective as of the 15th day of June, 1999 (the "Date of Grant") BETWEEN: GOLDEN STAR RESOURCES LTD., a corporation created by amalgamation under the laws of Canada and...Option Agreement • March 29th, 2000 • Golden Star Resources LTD • Gold and silver ores • British Columbia
SHARE SUBSCRIPTION AGREEMENT ---------------------------- THIS AGREEMENT made as of the 28/th/ day of December, 2000 BETWEEN GOLDEN STAR RESOURCES LTD. a company incorporated under the laws of -------------------------- Canada with an office at 1660...Share Subscription Agreement • April 16th, 2001 • Golden Star Resources LTD • Gold and silver ores • British Columbia
1 2 AGREEMENT FOR CARRYING OUT MINERAL EXPLORATION AND PROMISE OF ASSOCIATION FOR THE ECONOMIC EXPLOITATION OF ORE DEPOSITS, ENTERED INTO BETWEEN COMPANHIA VALE DO RIO DOCE AND RIO DOCE GEOLOGIA E MINERACAO S.A., ON THE ONE SIDE, AND SOUTHERN STAR...Exploration Agreement • March 31st, 1997 • Golden Star Resources LTD • Gold and silver ores
1- 2 1.1.2 to negotiate a joint venture agreement ("JVA") for the creation of a joint venture entity or such other form of entity to evaluate, develop, mine, extract, produce, use, sell and export such Minerals (the Joint Venture).Heads of Agreement • March 31st, 1997 • Golden Star Resources LTD • Gold and silver ores • California
BETWEENArrangement Agreement • November 17th, 2005 • Golden Star Resources LTD • Gold and silver ores • Ontario
EXHIBIT 10.39 (A) OPTION AGREEMENT ---------------- THIS AGREEMENT is entered into effective as of the 9th day of December, 1997 (the "Date of Grant") BETWEEN: GOLDEN STAR RESOURCES LTD., a corporation created by amalgamation under the laws of Canada...Option Agreement • March 31st, 1998 • Golden Star Resources LTD • Gold and silver ores • British Columbia
MADE BETWEENJoint Operating Agreement • March 31st, 2003 • Golden Star Resources LTD • Gold and silver ores
WARRANT INDENTURE PROVIDING FOR THE ISSUE OF UP TO 8,500,000 SHARE PURCHASE WARRANTS BETWEEN GOLDEN STAR RESOURCES LTD. - AND - CIBC MELLON TRUST COMPANY DATED AS OF FEBRUARY 14, 2003 TABLE OF CONTENTSWarrant Indenture • February 14th, 2003 • Golden Star Resources LTD • Gold and silver ores • British Columbia
2 3 I. Pursuant to the Stock Purchase Agreement, based on the exercise of the "put" by the Buyers, Lindley is obligated to repay $2,169,519 to Venhold (of which $609,068 corresponds indirectly to BPC) and U.S.$770,432 to BPC directly. Concurrently...Termination and Settlement Agreement • March 31st, 1997 • Golden Star Resources LTD • Gold and silver ores
