EXHIBIT 10.4
NORTH AMERICAN GEOPHYSICAL
29 Retirement Road
Nassau, Bahamas
AGREEMENT
This contract dated December 1, 1997, is by and between AmeriTech Petroleum,
Inc. ("AmeriTech") and North American Geophysical ("North American"). For
and in consideration of mutual promises and covenants contained within this
Agreement, the receipt and sufficiency of which is hereby acknowledged, the
parties agree as follows:
1. North American acknowledges receipt of $1,000,000.00(one million U.S.
dollars) from AmeriTech as part consideration to conduct a seismic
survey on the lands and to the extent identified in the Appendices to
this Agreement.
2. North American agrees to commence and complete a 3-D seismic survey
within a reasonable period of time from the date this Agreement is
executed, and submit a
report or reports concerning such survey to AmeriTech as more fully
described on the Appendices to this Agreement.
3. AmeriTech agrees to pay additional consideration to North American as
shown on the Appendices to this Agreement, on or before completion of
the work required in each such Appendix, but in no event later than the
date AmeriTech requests reports concerning such surveys from North
American.
4. If AmeriTech fails to pay additional consideration required by this
Agreement or as specifically provided in any Appendix to this
Agreement, such failure to pay will result in the survey and all data
relating to the survey becoming the property of North American; and
AmeriTech agrees that in such circumstances title to the survey and the
data associated with such survey will remain with North American until
full payment of the amount required by this Agreement and the
applicable Appendix is made.
5. Should the work required by any Appendix to this Agreement not be
commenced or completed for any reason, AmeriTech shall not be obligated
to pay the additional consideration required by this Agreement and the
applicable Appendix, but in no event xxxx Xxxxx American ever be
required to refund the $1,000,000.00 already received by North American
in conjunction with this Agreement.
6. AmeriTech agrees to provide North American access to the lands
described in the Appendices to this Agreement, so that North American
may conduct activities relating to the seismic survey, and AmeriTech
represents it has the authority, or will have the authority, to grant
North American access to the lands described in the Appendices to
conduct such activities.
7. North American may subcontract any and all work required to be
performed by it under this Agreement, as it deems necessary or
appropriate, but in so doing will remain solely liable to AmeriTech to
comply with the terms of this Agreement and AmeriTech agrees to look
solely to North American for compliance with the terms of this Agreement.
8. This instrument constitutes the entire agreement of the parties, except as
additional Appendices may be added to this Agreement, and this Agreement
supersedes any prior oral or written agreements or understandings
concerning the subject matter of this Agreement. This agreement may not
be amended, except by written instrument referring specifically to this
Agreement. It is however, contemplated that the parties will, from time
to time, prepare and execute Appendices to this Agreement, which the
parties specifically agree will, to the extent state in such
Appendices, amend this Agreement.
9. This Agreement will be construed under the laws of the State of Texas,
and venue for any action in conjunction with this agreement will be in
Dallas County, Texas.
10. This Agreement inures to the benefit of the parities, their assigns,
successors, and representatives.
AMERITECH PETROLEUM, INC.
/s/ Xxxxx X. Xxxxxx
By:___________________________
Xxxxx X. Xxxxxx, President
North Americna Geophysical
By: /s/ X.X. Xxxxxx
__________________________
X.X. Xxxxxx, Director
