C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Note is hereby accepted by Global Stevia Corp. DATED at _______________, _________________, the 7th day of September, 2012. GLOBAL STEVIA CORP. Per: /s/ Matthew Christopherson ------------------------------------ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ EXHIBIT "▇" FORM OF CONVERTIBLE NOTE THE SECURITIES REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). NONE OF THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT. "UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT. DATED: SEPTEMBER 7, 2012 U.S. $35,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, GLOBAL STEVIA CORP. (the "COMPANY") promises to pay to COVENTRY CAPITAL LLC, or its registered assignS (the "HOLDER"), the principal sum of One Hundred Twenty Five Thousand Dollars ($35,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT") on September 7, 2014 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"), with 10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER. This Note is subject to the following additional provisions:
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C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Note Units is hereby accepted by Global Stevia Corp. the Company. DATED at _______________, _________________, the 7th day the________day of September___________________, 2012. GLOBAL STEVIA CORP2006. Per: /s/ Matthew Christopherson ------------------------------------ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ EXHIBIT "▇" FORM OF CONVERTIBLE NOTE THE Authorized Signatory “THESE SECURITIES REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED WERE ISSUED IN AN OFFSHORE TRANSACTION TO A PERSON PERSONS WHO IS ARE NOT A U.S. PERSON PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "“1933 ACT"”). ACCORDINGLY, NONE OF THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES INTO TO WHICH THESE SECURITIES ARE CONVERTIBLE THIS CERTIFICATE RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY NOT BE OFFERED OR SOLDSOLD IN THE UNITED STATES (AS DEFINED HEREIN) OR, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSON PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE ACCORDANCE WITH THE 1933 ACT. "“UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES INC. DATED: SEPTEMBER 7, 2012 U.S. $35,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, GLOBAL STEVIA CORP. incorporated in the State of Nevada THIS IS TO CERTIFY THAT (the "COMPANY"“Holder”) promises with an address at ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Providenciales, Turks & Caicos Islands, has the right to pay to COVENTRY CAPITAL LLCpurchase, or its registered assignS (the "HOLDER"), the principal sum of One Hundred Twenty Five Thousand Dollars ($35,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT") on September 7, 2014 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"), with 10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) upon and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER. This Note is subject to the following additional provisions:terms and conditions hereinafter referred to, up to fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) at a price per Share (the “Exercise Price”) of USD $1.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).
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Sources: Private Placement Subscription Agreement (Red Sky Resources Inc.)
C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Note is hereby accepted by Global Stevia Corp. Norstra Energy Inc. DATED at _______________Southlake, _________________Texas, the 7th 6h day of SeptemberDecember, 20122013. GLOBAL STEVIA CORPNORSTRA ENERGY INC. Per: /s/ Matthew Christopherson ------------------------------------ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ Glen Landry ---------------------------------- Glen Landry EXHIBIT "▇A" FORM OF CONVERTIBLE NOTE THE SECURITIES REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). NONE OF THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT. "UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT. DATED: SEPTEMBER 7DECEMBER 6, 2012 2013 U.S. $35,000 150,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, GLOBAL STEVIA CORPNORSTRA ENERGY INC. (the "COMPANY") promises to pay to COVENTRY CAPITAL JACKSON BENNETT LLC, or its registered assignS (the "HOLDER"), the principal sum of p▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇ One Hundred Twenty Five Fifty Thousand Dollars ($35,000150,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT") on September 7December 6, 2014 2015 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"), with 10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDER. This Note is subject to the following additional provisions:
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C E P T A N C E. The above-mentioned Subscription Agreement in respect of the Note is hereby accepted by Global Stevia Corp. Norstra Energy Inc. DATED at _______________Laredo , _________________Texas, the 7th 27 th day of SeptemberFebruary, 20122013. GLOBAL STEVIA CORPNORSTRA ENERGY INC. Per: /s/ Matthew Christopherson ------------------------------------ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ Dallas Kerenkezov Dallas Kerenkezov EXHIBIT "▇" FORM OF CONVERTIBLE NOTE “A” Form of Convertible Note THE SECURITIES REPRESENTED HEREBY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN OFFERED IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"). NONE OF THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO A U.S. PERSON EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT. "UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT. DATEDDated: SEPTEMBER 7February 27, 2012 2013 U.S. $35,000 100,000 CONVERTIBLE NOTE FOR VALUE RECEIVED, GLOBAL STEVIA CORPNORSTRA ENERGY INC. (the "COMPANY"“Company”) promises to pay to COVENTRY CAPITAL J▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLC, or its registered assignS assigns (the "HOLDER"“Holder”), the principal sum of One Hundred Twenty Five Thousand Dollars ($35,000100,000) in lawful currency of the United States (the "PRINCIPAL AMOUNT"“Principal Amount”) on September 7February 27, 2014 2015 or such earlier date as the Note may be permitted to be repaid as provided hereunder (the "MATURITY DATE"“Maturity Date”), with 10% annual interest, to the Holder on the earlier of (i) the Conversion Date (as hereafter defined) and (ii) the Maturity Date (except that, if any such date is not a Business Day, then such payment shall be due on the next succeeding Business Day) in cash. THE COMPANY MAY PREPAY ANY PORTION OF THE PRINCIPAL AMOUNT WITHOUT THE PRIOR WRITTEN CONSENT OF THE HOLDERThe Company may prepay any portion of the Principal Amount without the prior written consent of the Holder. This Note is subject to the following additional provisions:
Appears in 1 contract
Sources: Private Placement Subscription Agreement (Norstra Energy Inc)