LETTER OF INTENT
November 13, 2003
Ms. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ P.O. Box 10517
Prescott, AZ
86304 Via Facsimile to: ▇▇▇-▇▇▇-▇▇▇▇
Re: ▇▇▇▇ MINE PROPERTY, ARIZONA
Dear ▇▇. ▇▇▇▇▇▇▇▇,
This revised letter is intended to serve as an indication of the undersigned's
intent relating to the proposed purchase of the property described above (the
"Property"). It is understood that this letter constitutes a non-binding
expression of intent only and that any final and binding agreement shall be
subject to the preparation, negotiation and execution of definitive legal
documents (hereinafter the "Contract"). Subject to the foregoing limitations, it
is the mutual intention and understanding of the parties that the terms and
conditions of the Contract to be entered into shall include, among others, the
following terms and conditions:
1. PURCHASER: Patriot Gold Corp.
2. SELLER: The party represented by Ms. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇.
3. PROPERTY(S): The Property(s) to be purchased, more particularly
described in surveys to be agreed upon by both parties hereto, as well
as appurtenances thereto, including, but not limited to, all leases and
any and all other rights, title and interests that are conveyed in
similar transactions in the State of Arizona.
4. PURCHASE TERMS:
a. Payment to the party represented by ▇▇. ▇▇▇▇▇▇▇▇:
Amount
Non-refundable deposit paid upon signing of the Contract and $25,000.00
receipt of the documentation referred to in Item 6 below.
Additional non-refundable deposit paid on the 3 month $25,000.00
anniversary of the signing of the Contract.
On or before the 6 month anniversary of the signing of the
Contract.
$300,000.00
---------------
Total: $350,000.00
b. Conditions:
i. Purchaser would have the exclusive right to purchase
the Property for a period of 6 months from the date
of the signing of the Contract.
ii. Complete payment would earn Patriot Gold Corp. 100%
ownership of the property.
iii. All figures are US Funds.
5. DEPOSIT: After the effective date of the signed Contract, Purchaser
shall cause to be deposited with the party represented by ▇▇. ▇▇▇▇▇▇▇▇,
a non-refundable deposit in the amount of Twenty Five Thousand Dollars
($25,000).
6. PROPERTY DOCUMENTATION: Seller shall provide to the Buyer upon request,
any letters of authorization that the Buyer may need in order to obtain
copies of all recorded documents relating to the Property(s) including
but not limited to all studies, engineering reports, site plans,
agreements, warranties and guaranties currently existing with respect
to all or any part of the Property(s). Purchaser shall have a period of
6 months from the date of the signed Contract, to review such
documentation and come to a decision regarding the buyout of the
Property(s).
7. CLOSING: Closing shall be at a time agreed to by the Buyer and Seller.
8. ASSIGNMENT: During the 6 month term of the agreement Purchaser shall
obtain the Sellers' written approval before assigning its rights to the
agreement or property.
9. CONFIDENTIALITY: Seller and its principal shareholders or partners,
employees, agents and representatives will use good faith efforts to
not disclose the subject matter or terms of this Letter or transaction
contemplated hereby.
If the foregoing properly evidences our preliminary understanding, please
indicate your approval in the space provided below and return a fully executed
copy of this Letter of Intent to our attention.
Very truly yours,
PURCHASER: ACCEPTED BY SELLER:
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------- --------------------
Patriot Gold Corp. Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
President & CEO Title: Sellers Agent
Date: November 13, 2003 Date: November 13, 2003
--------------------- --------------------