OPTION TO PURCHASE AGREEMENT
-------------------------------
Between:
▇▇▇▇▇▇ ▇▇▇▇▇▇
P.O. Box 1426
Georgetown, Grand Cayman
BWI Cayman Islands
(hereinafter referred to as the "Optionor")
64
And:
▇▇▇▇ ▇▇▇▇▇▇
Suite 133-800, ▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇
(hereinafter referred to as the "Optionee")
Re: Option to Purchase a 100% interest in the North Mt. Lorne Properties Per
1-10 mineral claims. Grant Nos. YC 08501-YC08510, Whitehorse Mining District,
Yukon Territory
This Agreement concerns the North Mt. Lorne Properties as defined in Schedule
A.
The title is registered in the name of ▇▇▇▇▇▇ ▇▇▇▇▇▇ (Optionor). Optionor owns
100% interest in and to the Title. ▇▇▇▇ ▇▇▇▇▇▇ (Optionee) wishes to acquire the
Title under the terms and conditions of this Agreement. Optionor wishes to sell
a 100% interest in the Title, net of a 2% NSR, to Optionee.
Optionor warrants that it has the legal right to enter into and consummate this
Agreement.
Optionee warrants that he has the legal right and authorization to enter into
and consummate this Agreement.
As partial consideration for the rights and responsibilities granted by the
Optionor, Optionee agrees to pay to the Optionor the following cash payments:
(a) US$30,000 deemed paid upon signing of this Agreement
(b) US$25,000 September 1, 2000
5. Optionee shall complete a minimum $80,000 CDN Phase One work program on
or before September 1, 1999.
6. Optionee will have the obligation to pay all government taxes and fees
related to the Title as they become due.
7. Optionor shall retain a 2% net smelter royalty (the ANSR@), defined in
standard industry terms, in all metal production from the property controlled by
the Title.
8. At such time as Optionee has made US$55,000 in cash payments and financed all
work as contemplated in this Agreement, the ownership to the Title shall be
delivered to Optionee and Optionee shall become the sole owner of the Title,
subject only to the NSR and the annual advanced royalty payment.
9. Optionee shall be responsible for all legal costs involved with the
interpretation of this Agreement, or the execution of a more formal Agreement,
and the transfer of Title.
10. Prior to receiving 100% unencumbered right, title and interest in the Title,
Optionee shall have the right to deal with its potential right, title and
interest in the Title as long as all obligations to Optionor remain
uninterrupted.
11. This Agreement shall be governed by the laws of British Columbia, Canada.
Any disagreements between the parties, which cannot be settled amicably, shall
be governed by a court of competent jurisdiction in British Columbia.
65
12. The parties hereto agree that, should it be deemed appropriate, they will
execute a more formal agreement covering the terms of this Agreement.
13. Time shall be of the essence in this Agreement.
14. This Agreement supersedes all other agreements and arrangements among
the parties, whether written or verbal.
Should the terms of this agreement meet your approval, kindly acknowledge with
your signature below.
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇ By:/s/▇▇▇▇ ▇▇▇▇▇▇
------------- -----------
▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
Dated: December 1, 1998 Dated: December 1, 1998
SCHEDULE A
NORTH MT. LORNE PROPERTIES
Claim Name. . . Grant # Units Expiry Date
--------------- --------- ------- -------------
Per 1 . . . . . YC08501 1 12/12/1999
Per 2 . . . . . YC08502 1 12/12/1999
Per 3 . . . . . YC08503 1 12/12/1999
Per 4 . . . . . YC08504 1 12/12/1999
Per 5 . . . . . YC08505 1 12/12/1999
Per 6 . . . . . YC08506 1 12/12/1999
Per 7 . . . . . YC08507 1 12/12/1999
Per 8 . . . . . YC08508 1 12/12/1999
Per 9 . . . . . YC08509 1 12/12/1999
Per 10. . . . . YC085010 1 12/12/1999
The claims are located in the Whitehorse Mining District, Yukon Territory,
Canada.