EXHIBIT 10.2
SUPPLEMENT TO
WITS BASIN PRECIOUS MINERALS INC.
SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION
UNITS OF COMMON STOCK AND WARRANTS
Wits Basin Precious Minerals Inc.
000 Xxxxxxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxxxx, XX 00000
Ladies and Gentlemen:
This letter serves to supplement that certain Subscription Agreement and
Investment Representation between Wits Basin Precious Minerals Inc. (the
"Company") and the undersigned, relating to the purchase of units consisting of
common stock and warrants of the Company (as heretofore amended or supplemented,
the "Subscription Agreement"). Capitalized terms used herein and not otherwise
defined shall have the meanings ascribed in the Subscription Agreement.
1. Amendment of Registration Rights. The undersigned investor
understands that in the event the Registration Statement (referred to in Section
10 of the Subscription Agreement, the "Registration Statement") is not declared
effective by the United States Securities and Exchange Commission (the "SEC")
within sixty (60) days following the termination of the Offering by the Company
(following the final closing of the sale of the Units, the "Final Closing"), the
Company shall be obligated to reduce the exercise price of the Warrants from
$0.25 per share to $0.10 per share.
2. Change in Unit Size. The undersigned investor further understands
that in the event the Registration Statement is not declared effective by the
SEC within sixty (60) days following the Final Closing of the Offering by the
Company, the Company shall be obligated to promptly issue the undersigned an
additional warrant, in form similar to the Warrants, allowing the purchase of
one-half (1/2) of a share of Common Stock for each Unit purchased.
The undersigned investor understands that, except as expressly modified by
this Supplement, all other terms and provisions of the Subscription Agreement
remain in full force and effect.
Dated:_____________, 2004
__________________________________ ________________________________
Signature Signature
__________________________________ ________________________________
Name Typed or Printed Name Typed or Printed
----------------------------ACCEPTANCE------------------------------
On behalf of Wits Basin Precious Minerals Inc., the undersigned authorized
officer hereby accepts this Supplement to the Subscription Agreement.
Dated:__________________, 2004.
WITS BASIN PRECIOUS MINERALS INC.
By_____________________________________
Name:________________________________
Title:_______________________________
