LIQUIDATION OF DEBT. Gentlemen: This letter when executed by you will evidence our mutual agreement that Mexus Gold U.S. has the option, at its sole discretion and subject to the satisfaction of the conditions set forth in this letter, to acquire shares of Mexus Gold Mining, S.A. de C.V. representing ninety-nine percent of the issued and outstanding shares of Mexus Gold Mining, S.A. de C.V. in exchange for forty million restricted shares of Mexus U.S. common stock, being twenty million restricted shares of Mexus Gold U.S. common stock for the option to purchase and twenty million shares of restricted shares of Mexus Gold U.S. common stock for the exercise of the Option to Purchase Shares of Mexus Gold Mining, S.A. de C.V. It is our understanding the terms, conditions, covenants and other provisions of our agreement are as follows: Mexus Gold Mining, S.A. de C.V. represents that it owns or has claim to certain lands which are either patented land ownership or concession agreements in the State of Sonora, Mexico, to which Exhibit “A” is a listing of those lands with further description. Inasmuch as Mexus Gold Mining, S.A. de C.V. has incurred debt payable to Mexus Mineral Exploration U.S. during the course of its exploration and evaluation of the lands described in Exhibit “A” and that Mexus Gold Mining, S.A. de C.V. desires to liquidate the debt payable to Mexus Minerial Exploration U.S. Therefore, our understanding of the agreement is as follows:
LIQUIDATION OF DEBT. The parties hereby agree that, as of the date of this Agreement, the total amount due and owing by PLSI to Creditor is at least equal to the sum of _________________________ (___________) (such sum being hereafter referred to as the "LIQUIDATED DEBT"). PLSI agrees to pay the Liquidated Debt to Creditor pursuant to the terms and conditions set forth in this Agreement. As used herein, the term "Liquidated Debt" does NOT refer to any amount of debt in excess of __________________________ (___________).
LIQUIDATION OF DEBT. ITEC shall be responsible to liquidate the trade liabilities of QPI as of the Closing (the "QPI Liabilities"), up to a maximum of two hundred thousand dollars ($200,000) to the satisfaction of the respective creditors of QPI to whom such liabilities are owed. ITEC shall also convey to QPI twelve million five hundred thousand (12,500,000) shares of ITEC common stock (the "ITEC Shares") to be used by QPI to retire the convertible debentures referred to in Section 5, below. The number of ITEC Shares shall be adjusted for any stock splits, reverse splits, stock consolidations or similar events that occur after the date this Agreement is signed and before the ITEC Shares are issued.
LIQUIDATION OF DEBT. The parties hereby agree that, as of the date of this Agreement, the total amount due and owing by PLSI to BSLT in connection with the purchase of the Goods is the sum of Five Hundred Ninety-One Thousand Nine Hundred Sixteen and 6/100 Dollars ($591,916.06) (hereafter the "Liquidated Debt"). This sum may not be reduced by any claim for reduction or set-off that PLSI may have had, has now, or will have against BSLT other than as set forth herein; and PLSI agrees to pay this sum to BSLT pursuant to, and only pursuant to, the terms and conditions set forth in this Agreement
