AGREEMENT TO ASSIGN CONTRACT FOR THE OPTION TO PURCHASE MINING HOLDINGS Amendment No. 1 20th November 2007
CONTRACT
FOR THE OPTION TO PURCHASE MINING HOLDINGS
Amendment
No. 1
20th
November 2007
This is
Amendment No. 1 to the Agreement to Assign dated for reference 25th
September 2007 between Minera
Farellón Limitada, a Chilean company with an office at ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ (“Farellón”), and Minera Polymet Limitada, a
Chilean company wholly owned by Red Lake Exploration, Inc., a Nevada corporation
with a registered office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇, ▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇ ▇▇▇▇▇ (“Polymet”).
Whereas
the parties have agreed to amend the payment terms described in the Agreement to
Assign, for valuable consideration, the receipt and sufficiency of which are
acknowledged, the parties agree that:
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1.
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Paragraph
2 of the Agreement to Assign is amended as
follows:
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2.
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Polymet
will pay 250,000 usd to Farellón on the later of the date that the terms
of this agreement have been incorporated into a Chilean agreement and
recorded in the register of the Conservator of Mines at Freirina, Chile,
and April 30, 2008; with the effective date of the assignment of the
Purchase Agreement being the earlier of the date of the recording in the
register at Freirina and April 30, 2008. Farellón will give
Polymet wire instructions and Polymet will wire the funds as
instructed.
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2. All
other terms of the Agreement to Assign remain effective.
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3.
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This
amendment agreement may be signed in counterparts and delivered to the
parties by any means; and the counterparts together are deemed to be one
original document.
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The
parties’ signatures below are evidence of their agreement as of 20th
November 2007.
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Minera
Farellón Limitada
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Minera
Polymet Limitada
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