AMENDING AGREEMENT To The OPTION AGREEMENT
AMENDING
AGREEMENT
To
The
THIS
AGREEMENT made
effective as of the 1st day of
April, 2005
BETWEEN:
TRYX
VENTURES CORP., a body
corporate, incorporated under the laws of the State of Nevada;
(hereafter
“Optionor”)
- and
-
BAROLA
OIL & GAS CO. INC., a body
corporate, incorporated under the laws of the State of Nevada.
(hereafter
“Optionee”)
WHEREAS:
|
A. |
Production
Specialties Co., Inc. (“Production Specialties”) and Optionee entered into
an Option Agreement dated April 1, 2003 whereby Optionee purchased an
option to acquire property lying in and around Madera County, California
known as “Triangle T Ranch;” |
|
B. |
On
or about March 1, 2004, Atlas Energy Corp. (“Atlas”), a Nevada
Corporation, acquired all of Production Specialties’ beneficial interest,
rights and obligations in the Triangle T Ranch. Under the terms of the
parties’ agreement, Production Specialties was authorized to act as Atlas’
exclusive agent for the purpose of extending the Option period and
Termination Date of the Option Agreement originally entered into between
Production Specialties and Optionee on April 1, 2003. On January 24, 2005,
Production Specialties and Optionee entered into an amending agreement to
the option agreement for the purpose extending the Option period and
Termination Date of the Option Agreement; |
|
C. |
On
March 7, 2005, Optionor and Atlas entered into an agreement and Optionor
acquired all of Altas’ beneficial interest, rights and obligations in the
Triangle T Ranch; |
|
D. |
Optionor
and Optionee now desire to enter into an agreement and further extend the
Option period and Termination Date of the Option
Agreement; |
NOW
THEREFORE in
consideration of premises and mutual covenants hereinafter set forth and other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged by each party, the parties agree as follows:
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|
1. |
Paragraph
1 titled “Effective Date and Option Period” is hereby amended and restated
in full as follows: |
“1.01 This
Agreement is effective from the date written above to the date on which the
Prospect ▇▇▇▇▇ are ready for drilling or 48 months, whichever occurs first (the
“Option Period”)”
|
2. |
Paragraph
4 titled ‘Exercise of Option” is hereby amended and restated in full as
follows: |
“4.01 The
option shall be exercised, if at all, by the giving on written notice (the
“Exercise Notice”) by the Optionee to the Optionor stating of the Optionee’s
election to acquire the Subject Interest, including the actual interest
percentage to be purchased at any time during the Option Period and for a period
ending ten business days following receipt by the Optionee of written notice
from the Optionor stating that the ▇▇▇▇▇ are ready for drilling or ten business
days following the expiry of 48 months from the date of this agreement
(collectively the “Termination Date”);”
3.
Reaffirmation
of the Option Agreement. The
parties hereto hereby acknowledge and reaffirm that, except as specifically set
forth in Section 1.01 and 4.01, this Amending Agreement does not modify the
terms of the Option Agreement and that each party shall maintain its obligations
thereunder.
This
Amending Agreement may be executed in one or more counterparts, each of which,
including a facsimile copy thereof, shall be deemed an original but all of which
together shall constitute one and the same instrument.
IN
WITNESS WHEREOF this
agreement has been executed as of the day and year first above
written.
TRYX
VENTURES CORP.
By
/s/
▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇
Its:
BAROLA
OIL & GAS CO. INC.
By
/s/
▇▇▇▇▇
▇▇▇▇▇▇
Its:
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