EXHIBIT 10.16
THIS DEED OF AMENDMENT is made on 15 August 2005.
BETWEEN:
SIBERIAN ENERGY GROUP INC.,a corporation incorporated under the laws of the
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State of Nevada, United States and whose principal place of business is at 000
Xxxxxxx Xxxxxx, 0xx xxxxx, Xxx Xxxx, XX 00000 ("SEG");
BALTIC PETROLEUM LIMITED, a company incorporated in England and Wales under
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company number 05303991 and whose registered office is at 00x Xxxxxxx Xxxxxx,
Xxxxxx X0X 0XX ("BP"); and
together referred to as the "PARTIES".
WHEREAS:
SEG and BP entered into an option agreement on 28 April 2005, whereby pursuant
to the Parties intention to cooperate in a joint venture (the "JOINT VENTURE")
the Parties agreed to inter xxxx xxxxx and replace the terms of a previous
option agreement entered into between the Parties and to set out revised terms
in relation to the Joint Venture (the "OPTION AGREEMENT").
BP has agreed to make available to OOO Zauralneftegaz ("ZNG") a further loan of
US$173,468, under the existing loan facility, for the purpose of ZNG making
additional payments to OOO Business Standard, upon and subject to the terms of
the loan agreement entered into between ZNG and BP on 28 April 2005 (the "LOAN
AGREEMENT") and the deed amending the Loan Agreement entered into between BP and
ZNG on [ ] [ ] 2005 (the "AMENDING DEED").
IT IS THEREFORE AGREED AS FOLLOWS:
1. Terms used in this Deed shall have the same meaning as given in the
Option Agreement unless otherwise herein.
2. Definitions used in this Deed shall have the same meaning as given in
the Option Agreement unless otherwise herein.
3. Save as varied by this Deed, the terms of the Option Agreement shall
remain in full force and effect.
4. As of the date of execution of the Amending Deed, any reference to the
Initial Loan (as defined in the Option Agreement) shall be taken to
include the Additional Amount.
5. Clause 9.3 of the Option Agreement shall be deleted in its entirety and
the following shall be inserted in its place:
"US$350,000 to be used by ZNG to account to OOO Business
Standard, a Russian limited liability company ("BUSINESS STANDARD") in
respect of its services for coordinating the gathering of data and
information on 4 new
exploration licences in the Kurgan region being considered by
ZNG, in respect of areas which shall be designated by BP. The parties
intend that this data and information be obtained as soon as
possible."
6. For the avoidance of doubt, under clause 8.1 (c) of the Loan
Agreement, US$250,000 has been drawn down by ZNG and paid to OOO
Business Standard. Following execution of the Amending Deed, under
clause 8.1(c) of the Loan Agreement as amended from time to time,
US$100,000 will remain to be drawn down by ZNG to be made payable to
OOO Business Standard.
7. Clause 9.5 of the Option Agreement shall be deleted in its
entirety and the following shall be inserted in its place:
"a further amount of US$320,000 shall be advanced to allow the
payment to Business Standard of a further payment of US$320,000, but
only upon production to BP of a copy of a letter addressed to ZNG from
the relevant licence authority(ies) of the Ministry of Natural
Resources in the Russian Federation confirming that the 4 licences
detailed in clause 9.3 above have been awarded to ZNG in a form
acceptable to BP."
8. Clause 9.8 of the Option Agreement shall be deleted in its
entirety and the following shall be inserted in its place: "US$28,328
to be used as a deposit for Russian banking and currency regulation
requirements."
9. This Deed may be executed in any number of counterparts each of
which when executed by one or more of the parties hereto shall
constitute an original but all of which shall constitute one and the
same document.
10. This Deed shall be governed by English law. Each party
irrevocably agrees to submit to the exclusive jurisdiction of the
courts of England and Wales over any claim or matter arising under or
in connection with this Deed.
IN WITNESS WHEREOF, the parties have executed this Deed as of the date first
above written.
EXECUTED AS A DEED by /s/ Xxxxx Xxxxxx
SIBERIAN ENERGY GROUP INC.: ---------------------------
Authorised signatory
Xxxxx Xxxxxx
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Chairman and CEO
EXECUTED AS A DEED by
BALTIC PETROLEUM /s/ Xxxxx Xxxxxx
LIMITED ----------------------------------
acting by two Directors/ Director Xxxxx Xxxxxx
a Director and the Secretary:
Xxxxx Xxxxxx
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Name
/s/Xxxxx Xxxxxxx
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Director/Secretary Xxxxx Xxxxxxx
Xxxxx Xxxxxxx
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Name
