RESOURCES CORP a company incorporated under the laws of British Columbia having an office at #0000 – 0000 Xxxx Xxxxxxx Xxxxxx, Xxxxxxxxx, X.X. V6C 4M2 (the “Optionor”) OF THE FIRST PART AND:
RESOURCES CORP which lawsuit was filed in the District Court of Wise County, Texas. The plaintiffs are surface owners, royalty owners and prior working interest owners in several oil and gas leases as well as other contractual agreements under which Antero Resources Corporation owned an interest. Antero Resources Corporation, the defendant, was acquired by us on April 1, 2005. The claims relate to alleged events pre-dating the acquisition and concern non-payment of royalties, improper calculation of royalties, improper pricing related to royalties, trespass, failure to develop and breach of contract. We have settled all claims related to the payment of royalties and trespass. Under the remaining claims, the plaintiffs are seeking both damages and termination of the existing oil and gas leases covering their interests. The court has ordered the parties to mediation, which has not been scheduled. While we are unable to predict the outcome of this case, we believe that the allegations of this lawsuit are without merit and intend to vigorously defend the action. Based on a review of the current facts and circumstances with counsel, management has provided for what is believed to be a reasonable estimate of the loss exposure for this matter. While acknowledging the uncertainties of litigation, management believes that the ultimate outcome of this matter will not have a material effect on its earnings, cash flows or financial position.
RESOURCES CORP. Per: /s/ Xxxxxx Xxxxxxx-Xxxxxxxx Authorized Signatory Executed by XXXXXXX XXXXX in the presence of: /s/ Xxxxxx Xxxxxx Signature Xxxxxx Xxxxxx Print Name 0000 Xxxxxxx Xx Xxxxxxx Xxxxxxx, TN 98018 Financial Services Rep Occupation ) ) ) ) ) ) ) ) ) ) ) ) ) /s/ Xxxxxxx Xxxxx XXXXXXX XXXXX Schedule “A” All of those mineral rights contained in the following tracts of property located in Clay County, Alabama and are officially recognized by State of Alabama land records of Clay County at its Probate Judge’s Office in said county, namely the following legal descriptions: Cahaba Forest Management Lands owned by Xxxx Xxxxxxx Properties (Clay County Official Record located within R192 Pages 25-120 - Total 2967.9 Acres) 245.9 acres more or less located in Twn. 21, South, Range 7 East, Section 19 160.0 acres more or less located in Twn. 21, South, Range 7 East, Section 19 640.0 acres more or less located in Twn. 21, South, Range 7 East, Section 30 with the exception of the NE corner of the NE quarter of said section 439.0 acres more or less located in Twn. 21, South, Range 7 East, Section 20 190.0 acres more or less located in Twn. 21, South, Range 7 East, Section 21 316.0 acres more or less located in Twn. 21, South, Range 7 East, Section 29 435.0 acres more or less located in Twn. 21, South, Range 7 East, Section 33 401.0 acres more or less located in Twn. 21, South, Range 7 East, Section 32 141.0 acres more or less located in Twn. 21, South, Range 7 East, Section 31 Xxxx Properties and subsequent minerals lease (Clay County Official Record located within R209 Pages 297-304 – Total Acres 791.7) 40.0 acres more or less located in Twn. 20S, Range 07E, Section 27 26.0 acres more or less located in Twn. 20S, Range 07E, Section 28 13.0 acres more or less located in Twn. 20S, Range 07E, Section 28 59.0 acres more or less located in Twn. 20S, Range 07E, Section 28 79.0 acres more or less located in Twn. 20S, Range 07E, Section 31 59.5 acres more or less located in Twn. 21S, Range 07E, Section 21 13.9 acres more or less located in Twn. 21S, Range 07E, Section 28 59.0 acres more or less located in Twn. 20S, Range 07E, Section 33 110.0 acres more or less located in Twn. 20S, Range 07E, Section 34 2.0 acres more or less located in Twn. 20S, Range 06E, Section 35 101.0 acres more or less located in Twn. 21S, Range 06E, Section 11 35.0 acres more or less located in Twn. 21S, Range 07E, Section 22 164.0 acres more or less located in Twn. 21S, Range 07E, Section 21 19.5 acres more...
RESOURCES CORP a company duly organized pursuant to the laws of the Province of British Columbia and having an office at #1208 – 000 Xxxxxx Xxxxxx, Vancouver, British Columbia, V6Z 2H2 (“Journey”, and collectively with “Journey Peru”, the “Purchasers”) OF THE FIRST PART AND: MINERA JOURNEY RESOURCES PERU SAC., a corporation duly organized pursuant to the laws of Peru and having an office at Abogados Av., Santa Xxxx 937 Xxxx, 00, Xxxx (“Journey Peru”, and collectively with Journey, the “Purchasers”) OF THE SECOND PART AND: XXXXXXX ORE LAMILLA, an individual of #407 – 0000 Xxxxxx Xxxxx, Xxxxx Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0 (the “Vendor”) OF THE THIRD PART
RESOURCES CORP. NON-BROKERED SUBSCRIPTION AGREEMENT FOR SUBSCRIPTION RECEIPTS TO: JR RESOURCES CORP. (THE “CORPORATION”), A NEVADA CORPORATION The undersigned, on its own behalf and, if applicable, on behalf of a Disclosed Principal (as defined herein) for whom it is acting hereunder (the “Subscriber”), hereby irrevocably subscribes for and agrees to purchase that number of subscription receipts of the Corporation (each a “Subscription Receipt”) set out below at a price of US$1.00 per Subscription Receipt (the “Subscription Price”). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Subscription Receipts”, including, without limitation, the terms, representations, warranties, covenants, certifications and acknowledgements set forth in the applicable Schedules attached thereto. The Subscriber further agrees, without limitation, that the Corporation may rely upon the Subscriber’s representations, warranties, covenants, certifications and acknowledgments contained in such documents. SUBSCRIPTION AND SUBSCRIBER INFORMATION Please print all information (other than signatures), as applicable, in the space provided below Subscriber Information and Signature (Name of Subscriber) By: Authorized Signature (Official Capacity or Title – if the Subscriber is not an individual) (Name of individual whose signature appears above if different than the name of the Subscriber printed above.) (Subscriber’s Residential Address, including Municipality and Province/State) (Subscriber’s Telephone Number) (Email Address) Number of Subscription Receipts: = Aggregate Subscription Price: US$ (the “Subscription Amount”)
RESOURCES CORP. By: Xxxxx X. Xxxxx President, Secretary, Chief Executive Officer, and Chief Financial Officer PURCHASER By: Xxxxx X. Xxxxx Managing Member of NLBDIT 2010 Services, LLC Exhibit A STATEMENT OF ACCREDITED INVESTOR To: Oneida Resources Corp. (the “Company”) Ladies and Gentlemen: The undersigned hereby refers to the Common Stock Purchase Agreement executed and delivered to the Company by the undersigned as of the date hereof. In connection with the subscription thereunder by the undersigned to purchase securities of the Company, the undersigned hereby represents and warrants that such individual or entity meets at least one of the tests listed below for an "accredited investor" (as such term is defined under Regulation D promulgated pursuant to the Securities Act of 1933, as amended). "Accredited Investors" are accorded special status under the federal securities laws. Individuals who hold certain positions with an issuer or its affiliates, or who have certain minimum individual income or certain minimum net worth (each as described below) may qualify as Accredited Investors. Partnerships, corporations or other entities may qualify as Accredited Investors if they fulfill certain financial and other standards, or if all of their equity owners have incomes and/or net worth which qualify them individually as Accredited Investors, and trusts may qualify as Accredited Investors if they meet certain financial and other tests (as described below). You may qualify as an Accredited Investor under Regulation D promulgated under the Securities Act of 1933 (the "1933 Act") if you meet any of the following tests (please check all that apply): □ The undersigned is an individual who is a director or executive officer of the Company. An “executive officer” is the president, a vice president in charge of a principal business unit, division or function (such as sales, administration or finance), any other officer who performs a policy making function or any other person who performs similar policy making functions for the Company.
RESOURCES CORP. 100% 100% 100% ------- ------- ----------- ------- ------- -----------
RESOURCES CORP. By /s/ ----------------------------------- Title President -------------------------------- Date 6 March, 2007 -------------------------------- BELLHAVEN COPPER & GOLD, INC. By /s/ ----------------------------------- Title President -------------------------------- Date March 6, 2007 -------------------------------- EMPIRE MINERALS CORP. By /s/ ----------------------------------- Title Chief Executive Officer -------------------------------- Date March 6, 2007 -------------------------------- List of Exhibits Exhibit A: Concession Description and Map Exhibit B: Concession Contract (English translation)
RESOURCES CORP. By: ------------------------------------ Marc Xxxxxxxx Treasurer RELIANT ENERGY NORTHEAST HOLDINGS, INC. By: ------------------------------------ Patrxxxx X. Xxxxxx President and Secretary
RESOURCES CORP. Per: -------------------------------------- President and Director SUBSCRIPTION FORM RE: THE EXERCISE OF A WARRANT TO PURCHASE SHARES OF PARKSIDE 2000 RESOURCES CORP. NUMBER OF AUTHORIZED SIGNATORY OF SHARES DATE OF SIGNATURE PARKSIDE 2000 RESOURCES PURCHASED PURCHASE OF HOLDER CORP. ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ ----------- ------------ ------------ ------------------------ SCHEDULE "A" TERMS AND CONDITIONS ATTACHED TO WARRANTS ISSUED BY PARKSIDE 2000 RESOURCES CORP. (THE "COMPANY") Each Warrant of the Company, whether single or part of a series, is subject to these Terms and Conditions as they were at the date of issue of the Warrant.
