EXTENSION AGREEMENT
This Extension Agreement (the "Agreement") is entered into as of the 10th
day of March 1997, by and among Oceanic Exploration Company, a Delaware
corporation ("OEC"), Oceanic International Properties Corporation, a Colorado
corporation and wholly-owned subsidiary of OEC ("OIPC"), and NWO Resources,
Inc., an Ohio corporation ("NWO").
WHEREAS, OEC, OIPC and NWO entered into that certain Modification Agreement
dated September 19, 1995 which provided among other things that NWO would
forbear collection of principal or interest on the Oceanic Notes until December
31, 1996 (subsequently extended to March 31, 1997 pursuant to an extension
agreement dated December 11, 1996); and that OEC would diligently pursue its
pending lawsuit against Xxxxxxx Mines, Ltd. ("Xxxxxxx"); and
WHEREAS, OEC, OIPC and NWO have entered into two previous Extension
Agreements dated December 27, 1995 and December 11, 1996; and
WHEREAS, OEC has pursued its lawsuit against Xxxxxxx as provided for in the
Modification Agreement, and a judgment has been issued in OEC's favor by a lower
court; which judgment has since been appealed by Xxxxxxx; and
WHEREAS, based on the initial outcome of the trial, the parties hereto are
encouraged that the final determination will be in OEC's favor and wish to
extend the period of forbearance on collection of principal or interest on the
Oceanic Notes and allow OEC sufficient operating cash until such final
determination has been received;
NOW THEREFORE, in consideration of the mutual covenants contained herein,
the parties hereby agree as follows:
1. The period of time during which NWO will forbear collection of
principal or interest on the Oceanic Notes shall be further extended for a
period of twelve months commencing March 31, 1997 to March 31, 1998.
2. Effective March 31, 1997 and until such time as a final determination
is made by the Appellate Court, OEC will be allowed to keep 50% of any payment
received from Xxxxxxx for its Net Profits Interest (the "Xxxxxxx Proceeds") for
general working capital purposes. The remaining 50% of the Xxxxxxx Proceeds
will be applied by OEC and OIPC to paying accrued and unpaid interest and
outstanding principal on the Oceanic Notes.
3. Except as modified herein and in the Extension Agreements dated
December 27, 1995 and December 11, 1996, the Modification Agreement will
continue in full force and effect and the remaining terms, provisions, covenants
and conditions shall remain unchanged.
IN WITNESS HEREOF, the parties hereto have executed this Agreement as of
the date first set forth above.
OEC
OCEANIC EXPLORATION COMPANY
By: /s/ Xxxxxxx X. Xxxx
-----------------------------------
Xxxxxxx X. Xxxx
President
OIPC
OCEANIC INTERNATIONAL
PROPERTIES CORPORATION
By: /s/ Xxxxxxx X. Xxxx
-----------------------------------
Xxxxxxx X. Xxxx
President
NWO
NWO RESOURCES, INC.
By: /s/ Xxxx X. Xxxxx
-----------------------------------
Xxxx X. Xxxxx
Secretary-Treasurer