EXTENSION AGREEMENT
This Extension Agreement (the "Agreement") is entered into as of the 5th
day of April 1999, 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 International
Hydrocarbons, a Wyoming corporation ("IH").
WHEREAS, OEC, OIPC and NWO Resources, Inc. ("NWO") (the previous holder
of the promissory note) 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, further extended to March 31,
1998 pursuant to an Extension Agreement dated March 10, 1997 and extended
again to March 31, 1999 pursuant to an Extension Agreement dated February 13,
1998); and that OEC would diligently pursue its pending lawsuit against
Xxxxxxx Mines, Ltd. ("Xxxxxxx"); and
WHEREAS, OEC, OIPC and NWO (the previous holder of the promissory note)
have entered into four previous Extension Agreements dated December 27, 1995,
December 11, 1996, March 10, 1997 and February 13, 1998; and
WHEREAS, NWO was the original holder of the $1,500,000.00 Promissory
Note dated January 1, 1995, the Modification Agreement dated September 19,
1995, and the Extension Agreements dated December 27, 1995, December 11,
1996, March 10, 1997 and February 13, 1998. NWO assigned its interest in
these documents to IH effective October 31, 1998; and
WHEREAS, OEC has diligently pursued its lawsuit against Xxxxxxx as
provided for in the Modification Agreement, and a judgment has been issued in
OEC's favor by the Commercial Court in Toronto, Ontario; which judgment has
since been appealed by Xxxxxxx; and
WHEREAS, due to the current uncertainty as to debt repayment to IH by
OEC and OIPC, IH is only willing to forbear on collection of the existing
OIPC debt and allow OIPC sufficient operating funds for a period of time to
be determined at the sole discretion of IH;
NOW THEREFORE, in consideration of the mutual covenants contained
herein, the parties hereby agree as follows:
1. For the time being and until further notice from IH to OEC and
OIPC, IH will forbear collection of principal or interest on Oceanic notes.
2. For the time being and until further notice by IH, OIPC will be
allowed to draw additional amounts under the existing $1,500,000.00
Promissory Note for general working capital purposes. Although interest will
continue to accrue on such amounts at 8.25% per annum
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pursuant to the Modification Agreement, OIPC will not be required to make any
interest payments on such amounts until demand is made by IH. IH may at its
sole discretion make demand on OEC and OIPC for repayment of all amounts due
and payable under said existing Promissory Note. Upon such demand the
amounts represented by said Promissory Note shall be immediately due and
payable, and if not paid when due, the principal and accrued interest shall
bear interest at the rate of 12% per annum after such due date.
3. OEC shall continue to diligently pursue its litigation with Xxxxxxx
Mines, Ltd., as required pursuant to the September 19, 1995 Modification
Agreement.
4. Except as modified herein and in the Extension Agreements dated
December 27, 1995, December 11, 1996, March 10, 1997 and February 13, 1998,
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
IH
INTERNATIONAL HYDROCARBONS
By: /s/ Xxxx X. Xxxxx
-----------------------------------------
Xxxx X. Xxxxx
Vice President
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