SEVERANCE AGREEMENTSeverance Agreement • January 12th, 2010 • Pinnacle Resources Inc • Miscellaneous metal ores • Nevada
This Severance Agreement dated December 30, 2009, by and between Pinnacle Resources, Inc., a Wyoming company (the "Company") and Robert Hildebrand (the "Executive").
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 12th, 2010 • Pinnacle Resources Inc • Miscellaneous metal ores • Nevada
THIS SHARE EXCHANGE AGREEMENT (the "Agreement") is made and entered into effective December __, 2009, by and among PINNACLE RESOURCES, INC. a Wyoming corporation ("Pinnacle"), IRON EAGLE GROUP, a Nevada corporation ("Iron Eagle"), and the shareholders of Iron Eagle listed on the signature page and Schedule A hereto, constituting all of the shareholders of Iron Eagle (collectively, the "Shareholders").
EMPLOYMENT AGREEMENTEmployment Agreement • January 12th, 2010 • Pinnacle Resources Inc • Miscellaneous metal ores • Nevada
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of November 5th, 2009 by and between Jason M. Shapiro, a resident of New York (the “Employee”), Iron Eagle Group a corporation organized and existing under the laws of the State of Nevada, (“Iron Eagle” or the “Company”) and Belle Haven Partners, LLC, a limited liability company organized and existing under the laws of the State of Nevada (“Belle Haven”). Capitalized terms used in this Agreement have the meanings set forth within this Agreement.
ContractPinnacle Resources Inc • January 12th, 2010 • Miscellaneous metal ores
This Note has not been registered under the Securities Act of 1933 (the "Securities Act"), or under the provisions of any applicable state securities laws, but has been acquired by the registered holder hereof for purposes of investment and in reliance on statutory exemptions under the Securities Act, and under any applicable state securities laws. This Note may not be sold, pledged, transferred or assigned except in a transaction which is exempt under provisions of the Securities Act and any applicable state securities laws or pursuant to an effective registration statement; and in the case of an exemption, only if the Company has received an opinion of counsel satisfactory to the Company that such transaction does not require registration of this Note.
ContractPinnacle Resources Inc • January 12th, 2010 • Miscellaneous metal ores
This Note has not been registered under the Securities Act of 1933 (the "Securities Act"), or under the provisions of any applicable state securities laws, but has been acquired by the registered holder hereof for purposes of investment and in reliance on statutory exemptions under the Securities Act, and under any applicable state securities laws. This Note may not be sold, pledged, transferred or assigned except in a transaction which is exempt under provisions of the Securities Act and any applicable state securities laws or pursuant to an effective registration statement; and in the case of an exemption, only if the Company has received an opinion of counsel satisfactory to the Company that such transaction does not require registration of this Note.
ESCROW AGREEMENTEscrow Agreement • January 12th, 2010 • Pinnacle Resources Inc • Miscellaneous metal ores • Nevada
THIS ESCROW AGREEMENT, dated as of December 30, 2009 (the “Escrow Agreement”), by and among certain shareholders of Iron Eagle Group, a Nevada Corporation, that are identified on Schedule A to this Agreement (“Iron Eagle Shareholders”), Pinnacle Resources, Inc. (“Pinnacle”) and Meister Seelig & Fein LLP, a New York limited liability partnership having an office at 2 Grand Central Tower, 140 East 45th Street, 19th Floor, New York, New York 10017 (“Escrow Agent”).
ContractPinnacle Resources Inc • January 12th, 2010 • Miscellaneous metal ores
This Note has not been registered under the Securities Act of 1933 (the "Securities Act"), or under the provisions of any applicable state securities laws, but has been acquired by the registered holder hereof for purposes of investment and in reliance on statutory exemptions under the Securities Act, and under any applicable state securities laws. This Note may not be sold, pledged, transferred or assigned except in a transaction which is exempt under provisions of the Securities Act and any applicable state securities laws or pursuant to an effective registration statement; and in the case of an exemption, only if the Company has received an opinion of counsel satisfactory to the Company that such transaction does not require registration of this Note.
