SUBSCRIPTION AGREEMENTSubscription Agreement • April 5th, 2012 • Pershing Gold Corp. • Services-motion picture & video tape production • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in Pershing Gold Corporation, a Nevada corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of shares (the “Shares” or the “Securities”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), at a purchase price of $0.35 per Share.
NOTE ASSIGNMENT AND ASSUMPTION AGREEMENTNote assignment and Assumption Agreement • April 5th, 2012 • Pershing Gold Corp. • Services-motion picture & video tape production • New York
THIS NOTE ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is made and entered into as of the 30th day of March, 2012, by and among Platinum Long Term Growth LLC (“Platinum”), a Delaware limited liability company with an address of 152 West 57th Street, 4th Floor, New York, NY 10019, Lakewood Group, LLC (“Lakewood,” and together with Platinum, each an “Assignor,” and collectively, the “Assignors”), a Delaware limited liability company with an address of 152 West 57th Street, 54th Floor, New York, NY 10019, and the Assignees that are signatories to the Agreement below (each an “Assignee” and collectively, the “Assignees”), and is agreed to and accepted by the Makers (as defined below).
