COMMON STOCK PURCHASE WARRANT IRONWOOD GOLD CORP.Ironwood Gold Corp. • March 27th, 2014 • 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 six (6) 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 2,222,222,400 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 March 21, 2016Ironwood Gold Corp. • March 27th, 2014 • Miscellaneous metal ores • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of 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 March 21, 2016 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
UNLIMITED GUARANTEEUnlimited Guarantee • March 27th, 2014 • Ironwood Gold Corp. • Miscellaneous metal ores
Whereas the undersigned (each hereinafter referred to as the “Guarantor”) has agreed to provide ALPHA CAPITAL ANSTALT (hereinafter referred to as the “Lender”) with a guarantee of the Obligations (as hereinafter defined) of IRONWOOD GOLD CORP. (IRONWOOD)
SUBSCRIPTION AGREEMENTSubscription Agreement • March 27th, 2014 • Ironwood Gold Corp. • Miscellaneous metal ores • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 21, 2014, 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”).
LOCKUP AGREEMENTLockup Agreement • March 27th, 2014 • Ironwood Gold Corp. • Miscellaneous metal ores • New York
This AGREEMENT (the "Agreement") is made as of the 21 day of March, 2014, by Andrew McKinnon ("Holder"), maintaining an address at c/o Ironwood Gold Corp., Box 730-411-Brink Street, Ashcroft BC, V0K 1A0, facsimile: (250) 453–0088, in connection with his ownership of shares of Ironwood Gold Corp., a Nevada corporation (the "Company").
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 27th, 2014 • Ironwood Gold Corp. • Miscellaneous metal ores • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of March 21, 2014, is by and among Ironwood Gold Corp., a Nevada corporation (the “Parent”), The Wilderness Way Adventure Resort, Inc., a British Columbia corporation (the “Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2014 • Ironwood Gold Corp. • Miscellaneous metal ores • Nevada
THIS AGREEMENT ("Agreement") is made as of March 18, 2014, between IRONWOOD GOLD CORP., a Nevada corporation, with an address of 123 West Nye Lane, Ste. 129, Carson City, NV 89706 (together with its subsidiaries and affiliates, the "Company" or “Ironwood”), and Andrew McKinnon ("Employee").
