XXXXXXX 00.00
XXXXX XXXX LEASE AGREEMENT STILLWATER COMPLEX, MONTANA
------------------------------------------------------
THIS LEASE AGREEMENT ("Lease") is made and entered into as of the ___ day
of ___________, 2003, by and between XXXXXXX X. and XXXXXXX X. XXXXX
individually, FORT STOCKTON INVESTMENTS, INC., and XXXXX NICKEL MINES, INC.
(collectively, "Lessors") and AURORA METALS (BVI) LIMITED, a company
incorporated in the British Virgin Islands ("AMBVI"), having offices at Xxxxx
0000, 0000 Xxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxx, X0X 0X0 (AMBVI
is referred to as "Lessee" as further described below).
RECITALS:
---------
By this Lease Agreement dated_________, 2003 between XXXXXXX X. and XXXXXXX
X. XXXXX, and LAURENNE XXX X'XXXXXXX, President of FORT STOCKTON INVESTMENTS,
INC., and XXXXX NICKEL MINES, INC. lease to AURORA METALS (BVI) LIMITED (AMBVI),
certain patented and unpatented mining claims and tunnel sites located in
Stillwater and Sweet Grass Counties, Montana.
X. XXXXX OF LEASE
--------------
For and in consideration of the sum of ten dollars ($10.00) cash in hand
paid by Lessee to Lessors, the receipt of which is hereby acknowledged, in
consideration of the royalties and payments herein covenanted to be paid by
Lessee, and in consideration of the mutual covenants hereinafter set forth,
Lessors do hereby demise, lease and let unto Lessee those certain patented and
unpatented mining claims, mill sites and tunnel sites (collectively, the
"Subject Premises"), all listed in Schedule "1", "2", and "3", attached, and
incorporated herein by this reference, situated in Stillwater and Sweet Grass
Counties, Montana respectively.
In connection with, and as part of the leasehold estate hereby granted, Lessee
shall have and may exercise the following rights for the benefit of all lands
owned, leased or controlled by Lessee:
(1) the right to explore, develop, mine, extract and remove or sell all
ores, minerals and metals, (including without limitation nickel,
copper, chromite and platinum group metals), precious stones, or rocks
found in, on or under the Subject Premises;
(2) the right, during the continuance of this Lease, to take and use any
material suitable for backfilling, or for other mining purposes, and
any limestone found in the premises;
(3) the right to use all existing facilities, on the Subject Premises, and
the right to construct all xxxxx, plants, tracks, tramways, roads,
buildings, and other improvements;
1
(4) the right to use and develop any and all excavations, openings,
tunnels, ditches, flumes, drains and other improvements on the Subject
Premises:
(5) the right to use all water and water rights identified in Schedule 4
and to develop additional water and water rights appurtenant to the
Subject Premises;
(6) the right to do all other acts and things which are, or may become
necessary or suitable in the discretion of Lessee, including without
limitation the right to use or disturb so much of the surface and
surface resources of the Subject Premises as Lessee may deem
desirable, for the mining and removing of ores, minerals, metals,
precious stones and rocks, the milling, beneficiating, concentrating,
smelting, refining, or leaching of such ores, minerals, metals, and
other materials, or the concentrates thereof;
(7) the right to cut and use timber and other raw materials found upon, or
in said premises for any purpose in connection with the operations to
be carried on under this Lease; and
(8) such rights of surface and underground access for men, equipment,
supplies, utilities and water as may be necessary or convenient for
the conduct of Lessee's operations on any portion of the Subject
Premises or on other lands, including necessary access under, upon,
and across any other contiguous land owned or controlled by Lessors or
over which Lessors may have dominion or control.
II. PRIMARY TERM AND LEASE PAYMENTS
-------------------------------
A. Term. Unless sooner terminated by the provisions hereof, this Lease
----
shall remain in full force and effect for an initial term of ten (10) years from
the date hereof (the "Primary Term") and so long thereafter as ore-bearing
materials are produced from the Subject Premises in Commercial Quantities, as
that term is defined in Article VI of this Lease.
B Monthly Rental Payment. Lessee agrees to pay Lessors on or before the
------------------------
first day of each month of the primary term of the lease the following Monthly
Rental Payments:
(1) From the first anniversary of the date of execution of this Lease,
$500.00 per month.
(2) From the second anniversary of the date of execution of this Lease,
$1,000.00 per month.
2
(3) From the third anniversary of the date of execution of this Lease;
$1,500.00 per month.
(4) From the sixth anniversary of the date of execution of this Lease and
till the end of the Primary Term, $2,000.00 per month.
These Monthly Rental Payments are expressly intended by the parties to negate
and remove any obligation on the part of the Lessee, express or implied, to
explore, develop and mine the Subject Premises with reasonable diligence during
said ten-year Primary Term or during any five-year extension as provided in
Articles II.C.
C. Extension of Primary Term. Lessee, so long as it shall not be in default
-------------------------
under the terms and provisions of this Lease, and so long as it is not already
producing from the Subject Premises in Commercial Quantities as defined in
Article VI shall have the exclusive right, privilege and option to extend the
Primary Term for an additional term of five (5) years. Written notice of
Lessee's intent to extend the Primary Term shall be given by Lessee to Lessors
at least sixty (60) days prior to the expiration of the initial ten-year Primary
Term.
D. BLM Fees. Within ninety (90) days of the date of execution of this
---------
Lease Lessee agrees to repay Lessors Bureau of Land Management ("BLM")
unpatented mineral claim fees of two thousand and six hundred dollars
($2,600.00) for the 2003/2004 assessment year.
E. Payments. All payments payable to Lessor under this Lease shall be paid
--------
to Lessors by mailing or delivering a cashiers check to Xxxxxxx X. Xxxxx,
Trustee, herein designated by Lessors as their representative and depository,
the Lessors hereby granting to said depository full power and authority on
behalf of Lessors, their successors and assigns to collect and distribute all
sums of money due and payable hereunder. Adequate payment by Lessee to such
designated representative and depository shall be deemed full and adequate
payment to all Lessors. Notwithstanding the death of any Lessor or the transfer,
division, or hypothecation of a Lessor's royalty or other interest, payment or
tender of any payment to the depository as herein designated shall be binding
upon all Lessors, their heirs, personal representatives, transferees and
assignees. Change of designated representative and depository by Lessors shall
not be effective nor binding upon Lessee until written notice is received by
Lessee of such changed designated representative and depository. Lessors shall
at all times cause there to be a single designated representative and
depository.
F. Payment In Kind. Lessors may elect, by 60 days' prior notice to Lessee,
---------------
to take their Production Royalties in kind, and the cost, if any, of doing so
shall be borne entirely by Lessors.
3
G. Proportional Payments. If Lessors own less than 100% of the mineral
----------------------
estate, whether in fee or under mining claim, lease, or contract in the Subject
Premises, or any portion thereof, subject to the paramount title of the United
States, then the Production Royalties, Extension Payment and Advance Royalty
which are payable under this Lease shall be reduced in the proportion which
Lessors' interest bears to 100% of the mineral estate of the Subject Premises.
III. TITLE
-----
A. Representations and Warranties. Lessors make the following
--------------------------------
representations and warranties effective as of the date of this Lease:
1. With respect to the patented claims, subject to Lessee's rights under
the Original Lease, Lessors own such claims free and clear of all defects, liens
and encumbrances arising by, through or under Lessors, or any one of them, and
Lessors have no knowledge of adverse claims or interests.
2. With respect to unpatented mining claims and mill site claims located by
Lessors, or any one of them, that are included in the Subject Premises, subject
to the paramount title of the United States, to the best of their knowledge and
belief:
a. the unpatented mining claims were properly laid out and monumented;
b. all required location validation work was properly performed;
c. location notices and certificates were properly recorded and filed
with appropriate governmental agencies;
d. assessment work required to hold the unpatented mining claims was
performed for the assessment years ending September 1, 1986 and 1987;
and
e. affidavits of assessment work and other filings required to maintain
the claims in good standing were properly and timely recorded or filed
with appropriate governmental agencies for the assessment years ending
September 1, 1986 and 1987.
3. With respect to those unpatented mining claims that were not located by
Lessors, but are included within the Subject Premises, and with respect to
completion of assessment work and filing of affidavits of assessment work for
all unpatented mining claims for all assessment years not specified above,
Lessors make the foregoing representations to the best of their knowledge and
belief.
4. With respect to all unpatented mining claims and mill site claims
included in the Subject Premises, subject to Lessee's rights under the Original
Lease, Lessors warrant that the claims are free and clear of liens and
4
encumbrances arising by, through or under Lessors, or any one of them; and
Lessors have no knowledge of adverse claims or interests.
5. With respect to the Subject Premises, Lessors have no knowledge of
threatened actions, suits, claims or proceedings.
6. Lessors have delivered or will deliver to Lessee all information
reasonably requested by Lessee concerning title to the Subject Premises in
Lessors' possession.
7. Subject to Lessee's rights under the Lease, Lessors own the Subject
Premises and no other parties own any interest therein, or in any portion
thereof.
The representations and warranties set forth above shall survive the
execution and delivery of any documents of transfer provided under this Lease.
Nothing in this Article III, however, shall be deemed to be a representation or
a warranty that any of the unpatented mining claims contains a discovery of
minerals.
B. Lessors' Covenants. Lessors covenant that during the term of this Lease,
------------------
Lessors shall maintain their interests in the Subject Premises free and clear of
any liens and encumbrances, not in existence on the date hereof, and not
resulting from Lessee's operations and activities hereunder.
C. Disclosures. Lessors and Lessees represent and warrant that they are
-----------
unaware of any material facts or circumstances which have not been disclosed in
this Lease, which should be disclosed to the other party in order to prevent the
representations in this Article III from being materially misleading.
IV. PRODUCTION ROYALTIES
--------------------
A. All Minerals. Lessee shall pay to Lessors a Production Royalty of two
-------------
percent (2%) of the Net Smelter Returns (if sold to a mill, smelter, or
refinery) or Net Income (if not sold to a mill, smelter or refinery), whichever
is applicable, from the sale of all ores or concentrates from the Subject
Premises. Lessors may take in kind pursuant to Article II.F. By "Net Smelter
Returns" is meant the amount received from the mill, smelter or refinery upon
the sale of such ores or concentrates after deducting from the gross value
thereof the cost of milling, concentrating, processing, smelting, refining and
transportation to the mill, smelter or refinery. By "Net Income" is meant the
amount received by Lessee from a purchaser of ores or concentrates other than a
mill, smelter or refinery, less costs of milling, concentrating, processing,
refining and transportation (if any).
B. Ores and Concentrates Not Sold. If ores, concentrates or other products
------------------------------
are taken in kind (produced and removed from the subject premises,
5
but not sold) by Lessee, then Lessee shall nevertheless pay the Production
Royalty as specified above, in which case the amounts received by Lessee (for
purposes of calculating net smelter returns or net income) shall be deemed to be
the amounts Lessee would have received if a sale of ore or concentrates had been
made. Payments shall be made in accordance with the provision in Article IV.C.
Ores, minerals or other products produced by Lessee from the Subject Premises
that are used by Lessee or its agents in the processing or refining of ores and
concentrates shall not be deemed to be products taken in kind by Lessee, and no
royalty need be paid upon such products.
C. Payment. Royalty payments may be paid to the Lessors in accordance with
-------
Articles II.E and II.G above and shall be payable within a period of twenty-one
(21) days after the shipment and/or removal of ore or concentrates produced from
the Subject Premises and/or receipt of proceeds from sale of other minerals
during each mining period of one month. Accompanying each payment, Lessee shall
furnish to Lessor a statement of the production used as a basis for computing
royalties.
D. Federal Royalty. In the event the federal government imposes a royalty
- ----------------
on any of the Subject Premises (the "Federal Royalty"), fifty percent (50%) of
any Federal Royalty payment may be offset against and deducted from any
Production Royalties payable to Lessors hereunder.
V. MAINTENANCE OF MINING CLAIMS
----------------------------
During the continuance of this Lease, Lessee agrees to comply with the
requirements of the state and federal statutes with respect to assessment work
or maintenance fees in lieu of assessment work with respect to the unpatented
claims within the Subject Premises. Lessee shall not, however, be liable or
responsible for any claim or claims which may be lost as a result of
insufficient performance of assessment work or improper payment of fees, so long
as Lessee has made a good faith attempt to perform the required assessment work
or pay fees. Lessee will provide to Lessor a copy of the operating plan
submitted to the National Forest Service with respect to the Subject Premises.
Lessee shall pay the cost of spraying noxious weeds on the Subject Premises
as required by law.
This Lease shall cover and extend to any further or additional right,
title, interest or estate acquired by Lessors, or any of them, in or to the
Subject Premises or any portion thereof.
Lessee agrees to carry on its operations hereunder, diligently and in a
good and miner-like manner, and in accordance with accepted mining practices in
the State of Montana, and Lessee agrees that all mining operations shall be
6
carried on in a systematic, orderly and economical manner so as to realize
insofar as is practicable, the full ore resources of the Subject Premises.
VI. PRODUCTION IN COMMERCIAL QUANTITIES
-----------------------------------
For purposes of this Lease, the term "Commercial Quantities" shall mean
production at a minimum level of 100,000 short tons of ore per annum, an average
of 275 tons of ore per day. Production in Commercial Quantities commences when
production from the Subject Premises on a commercial basis (excluding pilot or
test operations) first reaches an average of 275 tons of ore per day for a
90-day period (the first day of said 90-day period shall constitute "Initial
Commercial Production") and continues thereafter until the end of a production
year in which the total production for the year, including production credited
to the year as set forth below, is less than 100,000 tons of ore, the initial
production year being the one-year period commencing as of the Initial
Commercial Production and subsequent production years being the subsequent
one-year periods each commencing on the anniversary of the Initial Commercial
Production. If Lessee in any production year produces in excess of 100,000 tons
of ore, 50% of the production in excess of 100,000 tons shall be credited toward
production in any subsequent production year or years in which actual production
is less than 100,000 tons of ore, provided that production of less than an
average of 275 tons of ore per day shall not continue for longer than any
18-month period, and during any 18-month period when production is less than an
average of 275 tons of ore per day, Lessee shall nevertheless continue mine
development activities which includes without limitation drilling, stoping,
raising, raise-boring or shaft-sinking. If Commercial Production would have
ceased during the Primary Term of this Lease, or at the end of the production
year in which the Primary Term ends, Commercial Production shall be deemed to
have continued if prior to the end of the Primary Term of this Lease, or prior
to the end of the production year in which the Primary Term ends, production
again reaches an average of 275 tons of ore per day for a 90-day period, the
first day of which shall then constitute the Initial Commercial Production for
purposes hereof.
VII. TAXES, ENCUMBRANCES AND INJURIES
--------------------------------
A. Taxes. Lessee agrees to pay and discharge the Lessor for any and all
-----
taxes levied against the Subject Premises as paid by the Lessor during the life
of this Lease, except that in those cases in which said taxes cover a period
during only a part of which this Lease is in force, Lessee shall pay and
discharge only its pro rata share thereof determined by a comparison of such
part with the total period covered.
B. Lessee's Encumbrances. Lessee will not permit any liens or encumbrances
---------------------
on the unpatented and patented mining claims of the Subject Premises.
Notwithstanding anything to the contrary in this section, the parties agree that
Lessee has the right to encumber, as it deems necessary or
7
convenient, its leasehold interest including without limitation its share of
production and proceeds, so as not to interfere with Lessors' royalties.
C. Injuries from Lessee's Operations. Lessee shall save Lessors harmless
-----------------------------------
from any and all damages, claims, costs and expenses arising from or growing out
of any or all injuries resulting from the operations of Lessee, or in connection
therewith, on the Subject Premises and occurring during the life of this Lease
except as provided in Article XII herein.
VIII. TERMINATION
-----------
A. The Lease may be terminated by Lessee at any time after the expiration
of one (1) year from the date of this Lease by notice in writing thereof to
Lessors, to take effect from such date as may be stipulated by Lessee in such
notice, without, subject to the following paragraph, the Lessee incurring any
further liability whatsoever as regards Advance Royalty or other payments or
obligations.
B. Subject to the foregoing paragraph, upon such termination, Lessee shall
have no further interest or right in the Subject Premises, save the right to
remove its property as provided in Article XI, including all stockpiles of ore
and concentrates on which royalty shall have been paid, and shall have no
obligation or duties with respect to the Subject Premises, except for
reclamation of lands disturbed by Lessee and required by governmental authority
to be reclaimed, and except as herein specifically provided and as to
obligations which have accrued hereunder prior to such termination, but all
fences or enclosures protecting open pits, shafts, tunnels, etc., shall be left
intact and Lessors shall be entitled to retain the entire amount of any moneys
paid under this Lease up to the effective date of termination.
C. This Lease shall not terminate for nonpayment by Lessee of royalties,
unless such nonpayment continues for 60 days after notice and Lessors give
notice of termination pursuant to Article XVII.
IX. FORCE MAJEURE
-------------
Lessee shall be excused from the performance of its obligations of every
kind, except necessary annual assessment work or maintenance fees in lieu of
assessment work, during such period or periods as performance may be made
impossible by force majeure, and during such period or periods of force majeure
it shall be deemed that production is occurring in Commercial Quantities under
this Lease. By this it is intended to mean that the Lessee shall be excused from
the performance of any provision of this Lease for such period of time as
performance of such provision is prevented by fire, flood, earthquake,
explosion, lack of transportation facilities, Act of God, shortage of power or
water, strike or similar labor difficulties, insurrection or mob violence,
requirement or regulation of
8
government, or other causes beyond the reasonable control of Lessee. For
purposes of this Lease, force majeure shall include a drop in the prices of
ores, minerals and metals such that it is uneconomic to produce said ores,
minerals or metals.
X. RECORDS
-------
Within a reasonable time, not to exceed six (6) months, following the
termination of this Lease for any cause, Lessee shall furnish to Lessors a copy
of its factual maps, drilling records, drill core and assay and smelter reports
relating to the Subject Premises. Lessors agree, upon reasonable request by
Lessee, to furnish to Lessee such maps, records, reports and documents, as
Lessors may possess relating to the Subject Premises. Such maps, records,
reports and documents shall be returned, if requested, to Lessors within a
reasonable time not to exceed 90 days.
XI. REMOVAL
-------
Upon the termination of this Lease for any reason, Lessee shall have the
right to remove from the Subject Premises, at any time within the 12-month
period following such termination, all stockpiles of ore and concentrates upon
which royalties shall have been paid, and all of its machinery, equipment,
tools, structures or other property and improvements, fixtures and structures
constructed, erected or placed on the Subject Premises, or any portion thereof,
by Lessee; provided, however, Lessee shall leave in place all timbering, framing
or enclosures protecting open pits, shafts, tunnels and underground trackage;
and provided that removal of improvements, fixtures and structures shall not
damage the structures remaining on the Subject Premises.
XII. POSSESSORY RIGHTS
-----------------
While this Lease is in effect, Lessee shall be entitled to exclusive
possession of the Subject Premises, except that Lessors and their
representatives, successors and assigns, at any reasonable time, may go upon the
Subject Premises to inspect the operations of Lessee thereon. Lessors are
further entitled to access to claims not included under this Lease ("Lessors'
Claims") across the Subject Premises for men, equipment, supplies, utilities,
water and all other items as may be reasonably necessary for the exploration,
development and operation of Lessors' Claims; provided, however, that in so
doing Lessors shall not unreasonably hinder Lessees' work; and provided further
that the Lessors hereby release Lessee from liability for any personal injury or
death of any employee or representative of Lessors while on the Subject Premises
and the Lessors agree that they will indemnify and save harmless Lessee from
liability for any personal injury to or death of any person or persons, or
damage or destruction of property of Lessee or others done or caused by any
employee or representative of Lessors while so visiting or traversing the
Subject
9
Premises. Lessors further agree to hold Lessee harmless from any liability and
to indemnify Lessee for any claims, costs, expenses and fees arising from
Lessors' activities on Lessors' Claims.
XIII. RELOCATION AND AMENDMENT
------------------------
Lessee shall have the right at any time or times during the term of this
Lease, upon written notice to Lessors, to amend the location of any one or more
of the unpatented mining claims or millsite claims whenever such amendment is
deemed necessary or desirable to correct errors or omissions in the location of
the claim. Lessee shall have the further right, upon written notice to Lessors,
to relocate any one or more of said claims whenever such action is deemed to be
necessary or desirable. All such relocations or amendments shall be made by
Lessee as agent for Lessors, placing all such amendments and relocations in the
name of Lessors.
Lessee shall have the further right at its discretion to repair or replace
any claim location monument or marking which has been damaged or destroyed,
although Lessee shall not be obligated to perform such repairs or replacements.
XIV. PATENTING
---------
Upon request of Lessee at any time or times during the term of this Lease,
Lessors agree to undertake and obtain patent to any or all of the mining claims
or millsite claims which are subject to this Lease, as designated by Lessee, and
Lessee shall prepare all documents and compile all data and comply in all
respects with the applicable law, all at the expense of Lessee. Any patent
issued shall be in Lessors' names, or in a name designated by Lessors. Lessors
shall execute any and all documents required for this purpose and shall
cooperate fully with Lessee in the patent application and proceedings subsequent
thereto. If Lessors begin or have begun patent proceedings and Lessee thereafter
or hereafter requests Lessors to discontinue such proceedings, or if this Lease
is terminated while patent proceedings are pending, Lessee shall have no further
obligations with respect thereto, except to pay any unpaid expenses accrued in
such proceedings prior to its request to discontinue, or prior to termination,
whichever occurs first.
XV. COMMINGLING
-----------
Lessee shall have the right to commingle ore and minerals from the Subject
Premises, or any portion thereof, with ore or minerals from any other property.
10
XVI. DRAFTING OF DOCUMENT - MUTUAL
-----------------------------
This Lease has been drafted through the joint efforts of the Lessors and
Lessee and their respective attorneys, and neither of the parties hereto shall
be permitted to claim that the drafting of this Lease was performed or
accomplished to a greater extent by the other party.
The parties acknowledge that they have retained or employed their own
respective attorneys or counsel in the preparation and/or examination of this
document.
XVII. DEFAULT
-------
In the event that Lessee shall default in the performance of any of the
terms and provisions of this Lease, then, after written notice of such default
from Lessors to Lessee, if Lessee does not either:
A. Cure such default within sixty (60) days after such notice, or
B. Commence promptly within the said period of sixty (60) days to rectify
such default and continue thereafter to use due diligence to rectify
such default until it is fully remedied or cured,
Lessors may terminate this Agreement at any time thereafter during the
continuance of such default by giving written notice to Lessee of their election
to terminate.
XVIII. NOTICE
------
Any notice required or permitted to be given or served by one of the
parties hereto shall be sufficiently given or served by a communication in
writing, sent by registered or certified mail, to the other party at the address
given below:
FOR THE LESSORS
Xxxxxxx X. and Xxxxxxx X. Xxxxx
000 Xxxxxxxx Xxxxx Xxxxxxxx, XX 00000
Laurenne Xxx X'Xxxxxxx
President, Fort Stockton Investments, Inc. and Xxxxx Nickel Mines,
Inc.
0000 Xxxx Xxxxxxxx Xxxxx
Xxx Xxxxx
Xxxxxxxxxx. 00000
11
FOR THE LESSEE
Aurora Metals (BVI) Limited
P. O. Xxx 00000
Xxxxxx
Xxxxxxxx, 00000-0000
Any party may change its address by giving written notice of such change to
the other parties.
XIX. ASSIGNMENT
----------
Lessee's assignment of the benefit of this Lease may only be made with the
consent of the Lessors, which consent will not be unreasonably withheld.
Page 15 of 23 Basal Zone Agreement December 4, 2003
XX. CONFIDENTIALITY
---------------
Lessors agree that all information developed or acquired by Lessee as a
result of work under this Lease and conveyed to Lessors, or any one of them,
including but not limited to information relating to ore reserves, mineral
discoveries, mining or processing methods, plans, production schedules and other
information shall be kept strictly confidential by Lessors until released or
made public by Lessee.
XXI. TIME OF ESSENCE: BINDING EFFECT
-------------------------------
Time is of the essence in this Lease. Each obligation set forth herein
shall extend to and be binding upon and every benefit inure to the heirs,
personal representatives, successors or assigns of the parties hereto.
XXII. FURTHER ASSURANCES
------------------
The parties agree to execute and deliver such other documents as may be
necessary to effectuate the intents and purposes of this Lease.
XXIII. ENTIRE AGREEMENT
----------------
This Lease may not be amended except in writing by duly authorized
representatives of the parties. This Lease constitutes the entire agreement
between the parties with respect to the subject matter hereof and supersedes all
prior agreements with respect to all matters covered hereby.
XXIV. GOVERNING LAW
-------------
12
This Lease shall be governed by Montana law and the parties hereby submit
to the jurisdiction of the Montana courts, including the federal courts of the
district of Montana.
XXV. MEMORANDUM OF AGREEMENT
-----------------------
This Lease shall not be recorded without the consent of both parties. Upon
the request of either party, both parties shall execute a Memorandum of this
Lease in recordable form, which memorandum may be recorded.
XXVI. COUNTERPARTS
------------
This Lease may be executed in counterparts, no one of which needs to be
executed by all Lessors, and shall be binding upon each party upon execution by
that party, and shall be effective as if all parties had signed the same
document.
13
IN WITNESS WHEREOF, the parties hereto have caused this Lease to be duly
executed, as of the day and year first above written.
LESSORS:
--------
XXXXX NICKEL MINES, INC.
_____________________________________
LAURENNE XXX X'XXXXXXX, President
_____________________________________
XXXXXXX X. XXXXX, individually and as
Trustee
_____________________________________
XXXXXXX X. XXXXX, individually
FORT STOCKTON INVESTMENTS, INC.
_____________________________________
LAURENNE XXX X'XXXXXXX, President
LESSEE:
-------
AURORA METALS (BVI) LIMITED
__________________________________
XXXX X. X. XXXXX, President
STATE OF MONTANA, )
)ss.
)
COUNTY OF __________________________________
This instrument was acknowledged before me on _______________, 2001, by Xxxxxxx
X. Xxxxx, individually and as Trustee.
______________________________________
Notary Public for the State of Montana
Residing at__________________, Montana
My commission expires:________________
14
STATE OF MONTANA, )
)ss.
)
COUNTY OF __________________________________
This instrument was acknowledged before me on _______________, 2001, by Xxxxxxx
X. Xxxxx,
______________________________________
Notary Public for the State of Montana
Residing at__________________, Montana
My commission expires:________________
STATE OF CALIFORNIA, )
)ss.
)
COUNTY OF __________________________________
This instrument was acknowledged before me on _______________, 2001, by Laurenne
Xxx X'Xxxxxxx, individually, and as President of Fort Stockton Investments, Inc.
and Xxxxx Nickel Mines, Inc.
_________________________________________
Notary Public for the State of California
Residing at _________________, California
My commission expires:___________________
STATE OF COLORADO, )
)ss.
)
COUNTY OF ____________________
This instrument was acknowledged before me on _______________, 2003, by Xxxx X.
X. Xxxxx, President of Aurora Metals (BVI) Limited.
_______________________________________
Notary Public for the State of Colorado
Residing at _________________, Colorado
My commission expires:_________________
15
SCHEDULE 1 BASAL ZONE AGREEMENT
PATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY MONTANA
Mineral Claim Status BLM Montana
Name Mineral Claim #
1 Nio Placer Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
2 Chrome Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
3 Lookover Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
4 Xxxxxxx Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
5 Gabbro Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
6 Pada #0 Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XXX 00000
7 Pada #0 Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XXX 00000
0 Xxx Xxx Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XXX 00000
9 Lucky T Patented East Stillwater River MSN 10782
10 L.T.X. Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
11 H.E.D. Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
12 Copper Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
13 Gold Tip Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
14 Beauty Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
15 Patent Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
16 Opal Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
17 Xxxx Patented Xxxx Xxxxxxxxxx Xxxxx XXX 00000
18 Mountain View Patented West Stillwater River MSN 63A
19 Rough Rock Patented West Stillwater River MSN 63B
20 Redbird Patented West Stillwater River MSN 63C
21 Big Thing Patented West Stillwater River MSN 63D
22 Stillwater Patented West Stillwater River MSN 63E
23 Summit Patented West Stillwater River MSN 68A
24 New Wabeliski Patented West Stillwater River MSN 68B
25 Brooklyn Patented West Stillwater River MSN 69A
26 Avalanche Patented West Stillwater River MSN 69B
27 Cataract Patented West Stillwater River MSN 69C
28 Perseverance Patented West Stillwater River MSN 70A
29 Emerald Patented West Stillwater River MSN 70B
30 Blue Xxx Patented West Stillwater River MSN 70C
31 Copper Bottom Patented West Stillwater River MSN 70D
32 Ridge Patented West Stillwater River MSN 70E
33 Rough Rock Xx. 0 Xxxxxxxx Xxxx Xxxxxxxxxx Xxxxx XXX 00X
34 Something Patented West Stillwater River MSN 72B
16
SCHEDULE 2 BASAL ZONE AGREEMENT
UNPATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY MONTANA
Mineral Claim Status BLM Montana
Name Mineral Claim #
1 Giant Unpatented West Stillwater River MMC 36382
2 Red Bird #2 Unpatented West Stillwater River MMC 36396
3 Smelter Unpatented West Stillwater River MMC 36401
4 Xxxxxx Unpatented West Stillwater River MMC 36407
5 Gap Unpatented West Stillwater River MMC 36410
6 Xxxx Unpatented West Stillwater River MMC 36412
7 Westlake Unpatented West Stillwater River MMC 36431
8 Snookie Placer (2) Unpatented West Stillwater River MMC 36402
9 Basin Placer Unpatented East Stillwater River MMC 36777
(1) Stillwater Mining Company leases "that part (of the Snookie Placer) in
conflict with the unpatented lode claims Xxxxxxx Numbers 1 &2, Blitz Numbers. 3,
4, 7, 8, 11,12,15, and 16."
(2) SMC is also paying BLM fees on this claim
17
SCHEDULE 3 BASAL ZONE AGREEMENT
LODE AND PLACER CLAIMS SITUATED IN SWEET GRASS COUNTY MONTANA
Mineral Claim Status BLM Montana
Name Mineral Claim #
1 RAM 1 Unpatented Crescent Creek MMC 128417
2 RAM 2 Unpatented Crescent Creek MMC 128418
3 RAM 4 Unpatented Crescent Creek MMC 128420
4 RAM 5 Unpatented Crescent Creek MMC 128421
5 RAM 7 Unpatented Crescent Creek MMC 128423
6 RAM 8 Unpatented Crescent Creek MMC 128424
7 RAM 11 Unpatented Crescent Creek MMC 128427
8 RAM 12 Unpatented Crescent Creek MMC 128428
9 RAM 14 Unpatented Crescent Creek MMC 128430
10 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
11 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
12 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
13 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
14 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
15 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
16 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
17 RAM 00 Xxxxxxxxxx Xxxxxxxx Xxxxx XXX 000000
18
