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WARRANT SURRENDER AGREEMENT

Warrant Agreement

WARRANT SURRENDER AGREEMENT | Document Parties: IVANY MINING INC You are currently viewing:
This Warrant Agreement involves

IVANY MINING INC

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Title: WARRANT SURRENDER AGREEMENT
Governing Law: Nevada     Date: 9/18/2009
Industry: Metal Mining     Sector: Basic Materials

WARRANT SURRENDER AGREEMENT, Parties: ivany mining inc
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  WARRANT SURRENDER AGREEMENT entered into as of the 14thday of September, 2009, by and among the undersigned (the “Surrendering Warrantholders”) and Ivany Mining, Inc., a Delaware corporation (the “Company”).

 

WHEREAS the Surrendering Warrantholders purchased shares and warrants in the Company, a Delaware corporation (the “Company”) in March, 2008 (the “2008 Financing”),

 

WHEREAS the terms of the warrants purchased by the Surrendering Warrantholders (the “2008 Warrants”) provide, among other things, that subsequent sales of stock at a price below the exercise price of the Warrants causes the number of shares to be issued upon the exercise of the Warrants to increase and the exercise price to decrease,

 

WHEREAS the Company beginning in June 2009 issued additional shares at a price below the original exercise price of the 2008 Warrants (the “2009 Financing”),

 

WHEREAS this new issuance has caused the number of shares to be issued upon the exercise of the 2008 Warrants to increase and the exercise price of the 2008 Warrants to decrease,

 

WHEREAS the Company believes that the dilution resulting from said increase in the number of shares to be issued upon the exercise of the 2008 Warrants will limit the Company’s financial flexibility,

 

WHEREAS the undersigned Surrendering Warrantholders desire to accommodate the Company’s desire to maintain financial flexibility by reducing the number of shares that they are entitled to receive upon the exercise of their respective 2008 Warrants by surrendering a portion of their 2008 Warrants, and by increasing the exercise price of their 2008 Warrants,

 

WHEREAS the undersigned Surrendering Warrantholders wish to receive fair compensation for said reduction, and

 

WHEREAS the Company, by unanimous consent of its Board of Directors, believes that extending the expiration date of the 2008 Warrants owned by the Surrendering Warrantholders that are not surrendered is fair consideration for said reduction and is in the best interests of the Company,

 

THEREFORE it is agreed,

 

SECTION 1 . Surrender of a Portion of the 2008 Warrants . Each of the Surrendering Warrantholders hereby surrenders to the Company for cancellation a portion of the 2008 Warrants that that holder held immediately before executing this Agreement. The following table sets forth the number of shares that each of the undersigned will be entitled to receive upon exercise of all of his, her, or its respective 2008 Warrants immediately following the execution of this Agreement by such holders:

 

 

 


 

 

Participant in 2008 Financing

Number of Shares That Can Be Purchased Upon Exercise Of 2008 Warrants Not Surrendered Upon Executing This Agreement

Arclight Capital LLC

5,000,000

Spectra Capital Management LLC

5,000,000

Geld Art

500,000

John Mignacca

500,000

William Anderson

357,143

Frank Cantore

300,000

Luigi Tescolin

254,900

Anna Giglio

250,000

Claude Hambel

147,570

Mario Discepola

100,000

Christian Radu

90,000

Gregory Karamanion

90,000

Yvon Gelinas

50,000

 

SECTION 2. Increase of Exercise Price of Warrants. The exercise price of the 2008 Warrants owned by the Surrendering Warrantholders and not surrendered pursuant to Section 1 shall be increased to $0.10.

 

SECTION 3. Extension of the 2008 Warrant Expiration Date. The expiration date of the 2008 Warrants owned by the Surrendering Warrantholders and not surrendered pursuant to Section 1 shall be extended to the later of (a) the expiration date of the warrants (the “2009 Warrants”) issued in the financing reported by the Company on its Form 8-K filed with the SEC dated July 10, 2009, as such expiration date may be modified from time to time, and (b) July 10, 2012. Any exchange of the 2009 Warrants for any other security convertible into shares or other interests in the company, or any series of transactions that has such effect, shall be considered a modification of the expiration date of the warrants for purposes of this Section 3.

 

SECTION 4. No Other Changes. All other terms of the 2008


 
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