Exhibit 10.5
Recording Requested By:
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
After Recording Return To:
Golden Queen Mining Company, Inc.
P.O. Box 878
Rosamond, CA 93560-0878
MEMORANDUM OF MINING LEASE
NOTICE IS HEREBY GIVEN that ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ (hereafter referred to as
"LESSOR"), and GOLDEN QUEEN MINING COMPANY, INC., (hereafter referred to as
"LESSEE"), have entered into a Mining Lease dated October 20, 1994, for a
period of twenty (20) years, unless terminated earlier or extended pursuant
to the terms and provisions set forth in said Mining Lease granting LESSEE
the exclusive right to conduct mining activities within and upon the
following premises: The Ben Hur Patented Lode Claim Mineral Survey Number
5932 and Patent Number 1052037 situate within Section 6, Township 10 North,
Range 12 West, San Bernardino Base Meridian, ▇▇▇▇ County, California, and
begin all that same property described in the certain Deed to Mining Claim
dated August 16, 1988, and which has been recorded in the records of ▇▇▇▇
County, California, in Book 144, at Page 364.
The terms and provisions of said Mining Lease are hereby incorporated by
reference in the Memorandum of Mining Lease.
IN WITNESS WHEREOF, the party has executed this Memorandum of Mining Lease as
of this 21 day of December, 1994.
LESSOR: LESSEE:
GOLDEN QUEEN MINING COMPANY, INC.
By: s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By: s/ ▇▇▇▇ ▇. ▇▇▇▇▇
_________________________ _________________________
President
Tax I.D. # ###-##-####
STATE OF CALIFORNIA
County of Riverside
On 21, December, 1994 before me, ▇▇▇▇▇ ▇. ▇▇▇▇▇ "Notary Public",
personally appeared ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇,
proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me
that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
--------------------------------
SIGNATURE OF NOTARY
STATE OF CALIFORNIA
SS.
COUNTY OF _________
On ____________________________, before me, the undersigned, a Notary Public
in and for said State, personally appeared ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, personally
known to me or proved to me on the basis of satisfactory evidence to be the
person who executed the within instrument and acknowledge to me that (s)he
executed the same.
WITNESS my hand and official seal.
________________________________
Notary Public for said State
STATE OF CALIFORNIA
SS.
COUNTY OF ▇▇▇▇
On December 14, 94, before me, the undersigned, a Notary Public in and for
said State, personally appeared ▇▇▇▇ ▇. ▇▇▇▇▇ proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same.
WITNESS my hand and official seal.
s/ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
--------------------------------
Notary Public for said State
Golden Queen Mining Company, Inc./
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ & ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Husband and Wife
MINING LEASE
Table of Contents
1. DESCRIPTION OF PROPERTY 1
2. GRANT OF LEASE 1
3. TERM OF LEASE 1
4. ROYALTIES AND CONSIDERATION 2
4.1 Advance Minimum Royalty 2
4.2 Production Regulations 2
4.3 Manner of Payment 2
5. CONDUCT OF MINING OPERATIONS 3
5.1 General 3
5.2 Commingling of Ore 3
5.3 Cross-Mining Rights 3
6. RECORDS AND BOOKS OF ACCOUNTS 4
6.1 Books of Account 4
6.2 Inspection 4
7. PROTECTING FROM LIENS AND TAXES 4
8. NOTICE 5
9. WASTE AND REFUSE 5
10. INSURANCE 5
10.1 Workers' Compensation Insurance 5
10.2 Automobile and Comprehensive General Liability 5
10.3 Certificates of Insurance 6
10.4 Indemnity 6
11. COMPLIANCE WITH LAWS 6
12. TITLE 6
13. DEFAULT AND TERMINATION 7
13.1 Default 7
13.1.1 Breach of Covenants 7
13.1.2 Assignments 7
13.1.3 Bankruptcy 7
13.1.4 Receivership 7
13.1.5 Attachment 7
13.2 Remedies 7
13.2.1 Termination 7
13.2.2 Eviction 9
13.2.3 Damages 9
13.2.4 Remedies Under CC 1951.4 9
13.2.5 Default by Landlord 9
13.3 Termination by LESSEE 9
13.4 Information 9
14. INUREMENT 10
15. RECORDATION 10
16. ASSIGNMENT 10
16.1 Assignment by ▇▇▇▇▇▇ 10
16.2 Assignment by LESSEE 11
17. REMOVAL OF EQUIPMENT 11
18. ARBITRATION 11
19. COUNTERPARTS 11
20. COMPLETE AGREEMENT 11
21. CALIFORNIA LAW 11
22. SEVERABILITY 11
MINING LEASE
This agreement is made and entered into this 20 day of Oct. 1994, by and
between ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. (DECEASED) ▇▇▇▇▇▇, (hereafter
referred to as "LESSOR"), and Golden Queen Mining Company, Inc., a California
corporation, (hereafter "LESSEE").
1. DESCRIPTION OF PROPERTY
LESSOR is partial owner of the ▇▇▇ ▇▇▇ Patented Lode Claim Mineral
Survey Number 5932 and Patent Number 1052037 situate within Section 6,
Township 10 North, Range 12 West, San Bernardino Base Meridian, ▇▇▇▇ County,
California, and being all that same property described in the certain Deed to
Mining Claim dated August 16, 1988, and which has been recorded in the
records of ▇▇▇▇ County, California, in Book 144, at Page 364.
2. GRANT OF LEASE.
2.1 LESSOR hereby leases exclusively to LESSEE, subject to the terms
and condition hereinafter expressed, the property set forth in Paragraph 1
(hereafter referred to as "LEASED PROPERTY).
2.2 This lease is granted for the purpose of the exploration,
development, and mining of the LEASED PROPERTY for minerals as may be found
therein (hereinafter referred to as the "Leased Minerals") LESSEE is hereby
granted the exclusive right to enter into possession of the LEASED PROPERTY,
and during the terms of this lease, to remain in possession thereof, and to
explore, develop, mine, operate and use the property and any surface or
underground rights, including but not limited to access, and water or water
rights, and to mine, extract and remove from the LEASED PROPERTY the Leased
Minerals and to treat, mill, ship, sell or otherwise dispose of the same and
receive the full proceeds thereof (subject to the obligation of royalty
payment as specified below); and to construct, use and operate thereon and
therein structures, excavations, roads, equipment and other improvements or
facilities which LESSEE shall deem reasonably required for, or in connection
with, the full enjoyment of the rights and interests granted to LESSEE by
this lease.
3. TERM OF LEASE.
The term of this Mining Lease shall be for twenty (20) years from and
after the date of this lease and for so long thereafter as LESSEE is in
production on properties located within one (1) mile radius of the LEASED
PROPERTY. For purposes of this paragraph, production shall be defined as the
processing of in excess of l0,000 tons of ore per year. LESSEE may terminate
this lease at any time by delivery to LESSOR of a quitclaim deed to the
LEASED PROPERTY, provided that LESSEE is not then in default under the terms
of this lease.
4. ROYALTIES AND CONSIDERATION.
4.1 Advance Minimum Royalty.
LESSEE shall pay to LESSOR as an advance minimum royalty the sum of
ONE THOUSAND DOLLARS ($1000.00) upon execution of this agreement and on each
anniversary date of the execution of this agreement during its term.
4.2 Production Royalties.
4.2.1 A production royalty for all minerals mined, removed, and
sold from the property set forth in Paragraph 1 equal to five percent (5%) of
the Smelter Returns shall be calculated. LESSOR, as defined in this
Agreement, shall receive a percentage of the production royalty calculated
equal to LESSOR'S actual ownership interest of the property described in
Paragraph 1.
4.2.2 The term "Smelter Returns" shall be defined to be the
gross amount received from the sale of valuable minerals less all taxes
levied, incurred or imposed on the sale, severance or production of such
minerals and less costs of transportation (to the smelter and/or refinery or
point of sale), smelting and refining charges and costs of sale.
4.3 Manner of Payment
4.3.1 All minerals mined, removed and extracted from the LEASED
PROPERTY shall be sold under the name of LESSEE and a royalty settlement
sheet accounting for such transactions shall be furnished to LESSOR on or
before the twenty-fifth (25th) day of the next succeeding calendar month for
all sales made and received during the preceding calendar quarter. All
production royalty payments, accompanied by a settlement sheet required by
this lease shall be made to LESSOR in the percentages and at the address set
forth in Paragraph 12.1 below, or such other person or address as said listed
party shall designate by written notice pursuant to the provisions of
Paragraph 8 by mail or personal delivery. LESSEE shall receive a cumulative
credit against production royalties paid pursuant to this lease agreement
regardless of the year in which said minimum royalties are paid and
production royalties shall not be payable until the production royalty set
forth in Paragraph 4.2 exceeds the cumulative sums paid by LESSEE pursuant to
paragraph 4.1. If the Leased Minerals are sold to or processed by, a smelter
or refinery owned, operated, affiliated with or controlled by LESSEE, in no
event shall the royalties computed herein be less than would have been paid
had the ore been sold to or processed by a major smelter or refinery not
owned, operated, affiliated with, or controlled by LESSEE.
5. CONDUCT OF MINING OPERATIONS.
5.1 General.
LESSEE shall conduct, and cause all mining activities to be
conducted in a prudent, workmanlike, miner-like manner in accordance with
established mining practices, state and federal regulations and laws.
5.2 Commingling of Ore
LESSEE may commingle ore from the LEASED PROPERTY with ore from
other properties, either before or after concentration or beneficiation,
provided that the method and procedures LESSEE uses to commingle the ore and
to determine the weight and grade of the ore removed from the LEASED PROPERTY
and of the ore with which it is commingled shall be a method recognized by
the mining industry and conducted in accordance with generally accepted
accounting principles. ▇▇▇▇▇▇ shall use that method to determine weight and
grade and to allocate net returns from the commingled ore between the LEASED
PROPERTY and the other properties from which the other commingled ore was
removed and to assure that the share of production received by ▇▇▇▇▇▇ is
representative of the ore that was produced from the LEASED PROPERTY. All
such weight, grade and allocation calculations by LESSEE shall be done in
accordance with generally accepted accounting principles and in a manner
recognized by the mining industry as practical and sufficient at that time.
If it is impractical to determine which portion of any of the costs and
expenses described in Paragraph 4.2.2 above are directly attributable to ore
removed from the LEASED PROPERTY, such costs and expenses shall be allocated
on a straight-line, per-ton basis among all ores that give rise to those
expenses, in accordance with acceptable accounting standards.
5.3 Cross-Mining Rights.
LESSEE is hereby granted the right, if it so desires, to mine or
remove from the LEASED PROPERTY any ores, waste, water and other materials
existing therein or thereon or in any part thereof, through or by means of
shafts, openings or pits which may be sunk or made upon other property owned,
controlled, or operated by or for LESSEE (hereinafter "Other Property").
LESSEE also may stockpile any ores, waste, or other materials and/or
concentrated products of ores or materials (collectively "Products") from the
LEASED PROPERTY, or any part thereof upon stockpile grounds situated upon
such Other Property. In the event LESSEE stockpiles Products from the LEASED
PROPERTY or Other Properties, LESSEE shall execute or cause to be executed
such instruments as LESSOR may reasonably request in writing to evidence
▇▇▇▇▇▇'S royalty interest in the Products so stockpiled. Any such instrument
executed by ▇▇▇▇▇▇, however, expressly shall acknowledge LESSEE'S right to
sell the stockpiled Products. LESSEE also, if it so desires, may use the
LEASED PROPERTY and any part thereof and any shafts, openings, pits and
stockpile grounds sunk or made for the mining, removal and or stockpiling of
any Products from the LEASED PROPERTY and/or from the Other Property, of for
any purpose or purposes connected therewith, provided, however, that such use
of the LEASED PROPERTY does not prevent or interfere with the mining or
removal of ore from the LEASED PROPERTY.
6. RECORDS AND BOORS OF ACCOUNTS.
6.1 Books of Account.
LESSEE shall keep complete, true and proper books and records of
account showing all minerals mined and removed from the LEASED PROPERTY and
recording all sales, transfers, conveyances or other dispositions of ores,
minerals or other materials taken from the LEASED PROPERTY in accordance with
generally accepted accounting principles. Said books and records shall be
open to examination by LESSOR or its duly authorized representative during
regular business hours and shall include any and all documents necessary to
establish a gross selling price of the ores, minerals or the materials taken
from the Leased Premises. ▇▇▇▇▇▇ is hereby granted the right at ▇▇▇▇▇▇'S
expense to examine and make a copy or copies of said books or records or any
portion thereof.
6.2 Inspection.
LESSOR or its duly authorized agents shall have following advanced
notice the right at reasonable times under reasonable circumstances to enter
upon the LEASED PROPERTY for the purpose of inspecting operations and work
being performed by LESSEE pursuant to this lease. Such entry shall be at
LESSOR'S risk and LESSEE shall not be liable for injury to LESSOR unless such
injury is caused by the willful or grossly negligent conduct of LESSEE.
7. PROTECTING FROM LIENS AND TAXES.
7.1 LESSEE shall keep the subject premises and every part thereof free
and clear of any and all liens and encumbrances for work performed upon the
subject premises, or for materials furnished to it while this agreement
remains in force and effect.
7.2 LESSEE shall pay not later than ten (10) days before due, one
hundred percent (100%) of all taxes and assessments that may be levied or
assessed against the premises, including all taxes that may be levied or
assessed as a direct or indirect result of LESSEE'S mining activities, and
including, but not limited to, taxes on the mineral estate, real property
improvements and personal property and possessory interest taxes. LESSOR
shall forward to LESSEE, upon receipt all notices of taxes and assessments
due. LESSOR shall be responsible for payment of all taxes or assessments due
as a result of LESSOR'S activities.
8. NOTICE.
Any notices required or permitted to be given to LESSOR or LESSEE
hereunder shall be considered as delivered when received by the parties to
whom they shall be directed. Notice shall be given by personal delivery or by
registered mail, postage prepaid and return receipt requested, addressed to
the persons and addresses given below or to such other person or address as
the parties may designate by written notice from time to time.
LESSOR: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Post Office Box 1363
Sugar Loaf, CA 92386
LESSEE: Golden Queen Mining Company, Inc.
▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Changes in the above names and addressed shall be effected by sending notice
as set forth herein and said change shall be effective fifteen (15) days from
receipt thereof.
9. WASTE AND REFUSE.
▇▇▇▇▇▇ agrees to dispose of waste and refuse from all mining activities
conducted pursuant to this lease in accordance with good mining practice and
in accordance with the provisions of applicable ordinances, laws and
regulations.
10. INSURANCE.
LESSEE shall at its sole cost and expense cause to be issued and
maintained during the term of this lease or any extension thereof the
following insurance coverages:
10.1 Workers' Compensation Insurance.
LESSEE shall maintain workers' compensation insurance coverage in
accordance with the provision of California law.
10.2 Automobile and Comprehensive General Liability Insurance.
LESSEE shall cause to be maintained during the term of this
agreement automobile liability and comprehensive general liability coverage
with broad form endorsements, with a minimum limit of liability of not less
than ONE MILLION DOLLARS ($1,000,000.00) with such minimum to be raised to
FIVE MILLION DOLLARS ($5,000,000.00) upon commencement of production. LESSOR
shall be named as an additional named insured on all insurance policies
provided for by this lease.
10.3 Certificates of Insurance.
LESSEE shall promptly furnish to LESSOR certificates of insurance
for all types of insurance applicable under this lease, which certificates
shall provide that the insurance described therein may not be cancelled,
restrictively modified or terminated excerpt upon not less than thirty (30)
days written notice delivered to LESSOR
10.4 Indemnity
▇▇▇▇▇▇ shall protect and indemnify and hold ▇▇▇▇▇▇ harmless from
and against any and all claims, demands, suits, charges or allegations of
responsibility by any and all third parties, including but not limited to
subcontractors, agents, employees, assignee, transferee, successors,
invitees, neighbors, and the public relating to conditions on or about the
project.
11. COMPLIANCE WITH LAWS.
LESSEE shall conduct and cause to be conducted all mining activities in
full compliance with the applicable laws of the State of California and the
United States of America. The LESSEE will comply with all environmental
regulations and accepts full responsibility for conditions on and after the
date hereof.
12. TITLE.
12.1 LESSOR warrants that ▇▇▇▇▇▇ is the owner of the LEASED PROPERTY and
that there are no defects in its title which would affect LESSOR'S right to
possession and use pursuant to the terms of this lease.
12.2 In the event that any defect in LESSOR'S title is determined to
exist, LESSOR shall, at its sole cost and expense, take such steps as may be
required, including, but not limited to, the commencement of litigation, to
correct such defect. Expenditures to correct any defect shall be reasonable
and not exceed value of LESSOR'S title. In the event ▇▇▇▇▇▇ fails or refuses
to take or complete appropriate steps to correct any defect in LESSOR'S
title, LESSEE may elect to correct such defect and deduct the cost of such
correction, including attorney fees, from the payment obligations contained
in this lease. LESSEE also may make such deductions for costs or corrections
to title to the LEASED PROPERTY incurred by LESSEE prior to the date of this
lease.
12.3 In the event it is determined that ▇▇▇▇▇▇ owns a different
percentage of the LEASED PROPERTY than an undivided (eight and one quarter
percent) (8.75%) interest in the ▇▇▇ ▇▇▇ patented Lode Claim, then LESSOR'S
rights under this Agreement and the percentage indicated shall be adjusted so
and to reflect the actual the actual interest owned.
13. DEFAULT AND TERMINATION.
13.1 Default.
The occurrence of any of the following events shall constitute any
event of default on the part of LESSEE:
13.1.1 Breach of Covenants.
Failure (i) to perform any of LESSEE'S covenants hereunder,
and (ii) to remedy such failure within thirty (30) days after written demand
is made therefore.
13.1.2 Assignments.
The making of a general assignment by ▇▇▇▇▇▇ for the benefit
of creditors.
13.1.3 Bankruptcy.
The filing of any form of voluntary petition in bankruptcy by
▇▇▇▇▇▇, or the filing of an involuntary petition by ▇▇▇▇▇▇'S creditors, if
such petition remains undischarged for a period of thirty (30) days.
13.1.4 Receivership.
The appointment of a receiver to take possession of
substantially all of LESSEE'S assets or of the interest held by LESSEE under
this lease, if such receivership remains undissolved for a period of thirty
(30) days.
13.1.5 Attachment.
The attachment of other judicial seizure of substantially all
of LESSEE'S assets or of the interest held under this lease, if such
attachment or other seizure remains undismissed or undischarged for a period
of thirty (30) days after the levy thereof.
13.2 Remedies.
13.2.1 Termination.
In the event of the occurrence of any event of default
mentioned in Paragraph 15.1 hereof, LESSOR, shall have the right, so long as
default continues, to immediately terminate this lease by giving LESSEE
written notice of such termination.
13.2.2 Eviction.
In the event of any such termination of this lease,
LESSOR may then or at any time thereafter, re-enter the LEASED PROPERTY, or
any part thereof, and expel or remove therefrom LESSEE and any other person
occupying the same, using such force as may be necessary so to do, and again
repossess and enjoy the LEASED PROPERTY, without prejudice to any other
remedies that LESSOR may have under this lease, or at law or equity, by
reason of LESSEE'S default or of such termination.
13.2.3 Damages.
In the event of any such termination of this lease,
LESSOR shall have all of the rights and remedies of a landlord provided by
Section 1951.2 of the Civil code of the State of California.
13.2.4 Remedies Under CC 1951.4.
In the event LESSEE breaches this lease and abandons the
LEASED PROPERTY, LESSOR shall have all of the remedies of a landlord provided
by Section 1951.4 of the Civil Code of the State of California.
13.2.5 Default by Landlord.
In the event of default by ▇▇▇▇▇▇, LESSEE shall have all
of the remedies of a tenant provided by the laws of the State of California.
13.3 Termination by ▇▇▇▇▇▇.
This agreement may be terminated by LESSEE at any time by giving of
three (3) months written notice and provide written proof said properties
will be in full environmental compliance with federal, state, county, and
local regulations and laws at the termination date.
13.4 Information.
Upon termination of this Agreement, LESSEE shall provide LESSOR
with copies of all Information as defined below. As used in this Agreement,
"information" shall mean at no cost to LESSOR all geological, geophysical and
geochemical data, all laboratory testing results, maps and reports, whether
acquired, generated or compiled by or for LESSEE. LESSEE warrants that all
Information supplied to LESSOR pursuant to the terms of this provision shall
be true and accurate copies of the Information acquired, generated or
compiled by or for LESSEE; provided, however, that LESSEE does not warrant
that the data contained therein is an accurate interpretation of the geology
described therein.
13.4.1 Upon execution of this Agreement, LESSOR shall provide
LESSEE access to all geologic, geophysical and geochemical data concerning
the LEASED PROPERTY which has been acquired, generated, or compiled by ▇▇▇▇▇▇
as agreed to in Section 12.2 of the Exploration Agreement and Option to
Lease.
13.4.2 Any and all data, information reports and samples
provided LESSEE to LESSOR under the terms of this Agreement shall be treated
and held confidential for the term of this Agreement.
14. INUREMENT.
This lease shall inure to the benefit of and be binding upon their
respective heirs, trustees, conservators, successors and assigns of the
parties.
15. RECORDATION.
This agreement is not to be recorded. ▇▇▇▇▇▇ may, however, prepare and
submit to ▇▇▇▇▇▇ for signature, a memorandum of this agreement for
recordation.
16. ASSIGNMENT.
16.1 Assignment by ▇▇▇▇▇▇.
▇▇▇▇▇▇ agrees that it shall give notice to LESSEE of its intention
to sell or otherwise assign the Lease or LEASED PROPERTY. Upon receipt of a
bona fide offer to purchase the Lease or LEASED PROPERTY, the LESSOR shall
forthwith give notice, to be accompanied by a true copy of such offer to
purchase attached thereto, to LESSEE and LESSEE shall have ten (10) calendar
days in which to present to LESSOR a written counteroffer, such counteroffer
to be for greater consideration than the offer, expressed in cash or
marketable securities. Upon receipt of such counteroffer, ▇▇▇▇▇▇ will have
twenty (20) calendar days to sell to LESSEE or to give notice to LESSEE of
receipt of a further counteroffer for greater consideration than ▇▇▇▇▇▇'S
counteroffer. In the event of a further counteroffer being presented, ▇▇▇▇▇▇
will have seven (7) calendar days from receipt of notice to raise its offer
and the offers and counter offers shall thereafter be limited to a response
time of seven (7) calendar days from receipt of notice.
16.2 Assignment by ▇▇▇▇▇▇.
LESSEE may assign this Lease without the prior written consent of
LESSOR provided LESSEE guarantees the obligations of the assignee; otherwise,
this Lease shall not be assigned by LESSEE without the prior written consent
of LESSOR which consent shall not be unreasonably withheld.
17. REMOVAL OF EQUIPMENT.
At the termination of this lease, LESSEE may remove any and all
equipment it placed on the property during the term of this lease, or any
extension thereof, provided, said removal is completed within one hundred and
twenty (120) days of the termination date.
18. ARBITRATION.
Any dispute arising out of this lease herein must be raised and settled
in binding arbitration proceeding held in accordance with the rules of the
American Arbitration Association. The process for selecting arbitrators shall
be as follows: Each party shall select an arbitrator and the two (2) selected
arbitrators shall select the third arbitrator. Such selections must be made
within fifteen (15) days after the party commencing the arbitration process
gives notice to the other party of its intention to arbitrate a dispute or
difference. Any arbitration award may include the reasonable attorney fees
and costs of the prevailing party.
19. COUNTERPARTS.
This agreement may be signed in counterparts and shall be deemed
effective when both parties have executed this agreement or any counterpart
thereof.
20. COMPLETE AGREEMENT.
This writing and all terms and covenants contained herein are deemed to
be the complete and unequivocal written agreement of the parties and no other
agreements, either written or oral, are contemplated with respect to said
property.
21. CALIFORNIA LAW.
This lease shall be governed by and construed and interpreted under the
internal laws of the State of California.
22. SEVERABILITY.
If any term, covenant, condition or provision of this agreement is held
by a court of competent jurisdiction to be invalid, void, or unenforceable,
the remainder of the provision hereof shall remain in full force and effect
and shall in no way be affected, impaired or invalidated.
EXECUTED this 20 day of Oct., 1994 at Rosamond CA
LESSOR LESSEE:
GOLDEN QUEEN MINING CO., INC.
s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By s/ ▇▇▇▇ ▇. ▇▇▇▇▇
------------------------------ ------------------------------
Its President
s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ DECEASED 10-5-92
STATE OF CALIFORNIA
SS.
COUNTY OF SAN BERNARDINO
On 10-25-94, before me, the undersigned, a Notary Public in and for said
State, personally appeared ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same.
WITNESS my hand and official seal.
s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
--------------------------------
Notary Public for said State
STATE OF CALIFORNIA
SS.
COUNTY OF _________
On ______________, before me, the undersigned, a Notary Public in and for
said State, personally appeared ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same.
WITNESS my hand and official seal.
_____________________________
Notary Public for said State
STATE OF CALIFORNIA
SS.
COUNTY OF ▇▇▇▇
On Oct 20, 1994, before me, the undersigned, a Notary Public in and for said
State, personally appeared ▇▇▇▇ ▇. ▇▇▇▇▇ personally known to me to be the
person whose name is subscribed to the within instrument and acknowledged
that he executed the same
WITNESS my hand and official seal.
s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Notary public for said State