EMPLOYMENT SERVICES AGREEMENTEmployment Services Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
This Employment Services Agreement (the “Agreement”) is entered into as of the 6th day of April, 2012, by and between EASTERN RESOURCES, INC., a Delaware corporation, with a business address of 1610 Wynkoop Street, Suite 400, Denver, CO 80202 (the “Company”), and Patrick Imeson, an individual residing at One Lincoln Park, 2001 Lincoln Street, Denver, CO 80202 (the “Executive”).
LOCK-UP AGREEMENTLock-Up Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This LOCK-UP AGREEMENT (this “Agreement”) is made as of __________, 2012, by and between the undersigned person or entity (the “Restricted Holder”) and Eastern Resources, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined herein).
12% UNSECURED CONVERTIBLE PROMISSORY NOTEEastern Resources, Inc. • April 12th, 2012 • Services-motion picture & video tape production • Illinois
THIS 12% UNSECURED CONVERTIBLE PROMISSORY NOTE (the “Note”), is made as of February 29, 2012 by and among Elkhorn Goldfields, Inc., a Montana corporation (the “Borrower”) and [____________] (the “Lender”).
MINING LEASE WITH OPTION TO PURCHASE (Patented and Unpatented Mining Claims located in Jefferson County, Montana) BETWEEN: MT. HEAGAN DEVELOPMENT, INC. -and- ELKHORN GOLDFIELDS, INC. January 29, 2001 MINING LEASE WITH OPTION TO PURCHASE (Patented and...Mining Lease • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Montana
This Agreement, effective as of the 29th day of January, 2001 (“Effective Date”), is between MT. HEAGAN DEVELOPMENT, INC. (“Owner”), whose address is 3819 Highway 93 South, Darby, Montana 59827, and ELKHORN GOLDFIELDS, INC., a Montana corporation (“EGI”), whose address is 7 Maple Ridge Place, St. Andrews, Manitoba, Canada R1A 2Y6.
EMPLOYEE LEASING AGREEMENTEmployee Leasing Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
This EMPLOYEE LEASING AGREEMENT (this "Agreement") is made and entered into as of August 1, 2011 (the "Effective Date") between Montana Tunnels Mining, Inc. ("Lessor") and Elkhorn Goldfields, Inc. ("Elkhorn"). Elkhorn and Lessor are referred to herein individually as a "Party" and collectively as the "Parties".
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
THIS AGREEMENT is made and entered into April 6, 2012 by and between BLACK DIAMOND FINANCIAL GROUP, LLC, a limited liability company (“BDFG”), and EASTERN RESOURCES, INC, a Delaware corporation (“ESRI” or the “Company”).
FORM OF NO SHORT SELLING AGREEMENTSelling Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This NO SHORT SELLING AGREEMENT (this “Agreement”) is made as of __________, 2012, by and between the undersigned person or entity (the “Restricted Holder”) and Eastern Resources, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement (as defined herein).
MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENTMineral Product Receivables Purchase Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
This MINERAL PRODUCT RECEIVABLES PURCHASE AGREEMENT dated as of the 15th day of April, 2011 by and among ELKHORN GOLDFIELDS, INC. (“EGI”), a Montana corporation, and a wholly owned subsidiary of Elkhorn Goldfields, LLC (“EGLLC”) and BLACK DIAMOND HOLDINGS LLC, a Colorado limited liability company (“BDH”).
CANCELLATION AGREEMENTCancellation Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
CANCELLATION AGREEMENT, dated April 6, 2012 (this “Agreement”), by and between, Eastern Resources, Inc., a Delaware corporation (the “Company”), and Dylan Hundley (the “Cancelling Party”).
SECURITY AGREEMENTSecurity Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
THIS AGREEMENT made and entered into this 15th day of April 2011, by and between ELKHORN GOLDFIELDS, INC. whose address is Suite 1209 – 409 Granville Street, Vancouver, British Columbia, Canada, V6C 1T2, (referred to in this Agreement as “Debtor”) and BLACK DIAMOND HOLDINGS LLC, whose address is P.O. Box 370657, Denver, Colorado 80237, (referred to in this Agreement as “Creditor”).
General RELEASE agreementGeneral Release Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This General Release Agreement (this “Agreement”), dated as of April 6, 2012, is entered into by and among Eastern Resources, Inc., Inc., a Delaware corporation (“Seller”), Buzz Kill, Inc., a New York corporation (“Split-Off Subsidiary”), and each of the persons named on Exhibit A attached hereto (“Buyers”). In consideration of the mutual benefits to be derived from this Agreement, the covenants and agreements set forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the execution and delivery hereof, the parties hereto hereby agree as follows:
EASTERN RESOURCES, INC. Non-Statutory Stock Option Agreement Granted Under 2012 Equity Incentive PlanEastern Resources • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
SPLIT-OFF AGREEMENTSplit-Off Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This SPLIT-OFF AGREEMENT, dated as of April 6, 2012 (this “Agreement”), is entered into by and among Eastern Resources, Inc., a Delaware corporation (“ESRI”), Buzz Kill, Inc., a New York corporation (“Buzz Kill”), and each of the persons named on Exhibit A attached hereto (“Buyers”).
TERMINATION OF INVESTMENT AGREEMENTTermination of Investment Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This Termination of Investment Agreement (this “Agreement”) is made as of April 6, 2012 (the “Effective Date”), by and between Buzz Kill, Inc., a New York corporation (“Buzz Kill”), and Eastern Resources, Inc., a Delaware corporation (“ESRI”). Each of Buzz Kill and ESRI may hereinafter be referred to as a “Party” and may collectively be referred to as the “Parties”.
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This Escrow Agreement (this “Agreement”) is entered into as of _______ __, 2012 by and between Eastern Resources, Inc., a Delaware corporation (the “Parent”), Patrick W.M. Imeson (the “Indemnification Representative”) and Gottbetter & Partners, LLP (the “Escrow Agent”).
EASTERN RESOURCES, INC. Incentive Stock Option Agreement Granted Under 2012 Equity Incentive PlanIncentive Stock Option Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • Colorado
LOCK-UP ESCROW AGREEMENTLock-Up Escrow Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York
This LOCK-UP ESCROW AGREEMENT (this “Agreement”) is made as of __________, 2012, by and among the undersigned person or entity (each, a “Restricted Holder” and collectively, the “Restricted Holders”), Eastern Resources, Inc., a Delaware corporation (the “Company”), and Gottbetter & Partners, LLP, as escrow agent (the “Escrow Agent”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Lock-Up Agreement (as defined herein).
