Exhibit 10.3
EXTENSION AGREEMENT
BETWEEN:
NOBLE METAL GROUP INCORPORATED, a British Columbia Corporation having its
principal place of business at 000-000 Xxxxxxxxx Xxxxxx, Xxxxxxxxx,
Xxxxxxx Xxxxxxxx X0X lT2 (herein "Noble")
AND:
NAPTAU GOLD CORPORATION, a Delaware Corporation, having its registered
offices at 11th Floor, Xxxxxx Square North, 00xx xxx Xxxxxx Xxxxxxx,
Xxxxxxxxxx, Xxx Xxxxxx Xxxxxx, Xxxxxxxx 00000 (herein "NAPTAU")
W I T N E S S E T H
WHEREAS, Noble and Maritime Transport & Technology Ltd., a New York Corporation,
entered into an agreement on the 6th day of June, 1995 providing for the
acquisition by Naptau of certain assets of Noble, consisting of Placer Mining
Leases in the Cariboo Mining Division of British Columbia in the area of Likely,
British Columbia, Canada, (the "Exchange Agreement"); and
WHEREAS, on the same date, Naptau entered into an agreement with Noble for the
operation by Noble of the Placer Mining Leases on behalf of Naptau (the
"Operating Agreement"); and
WHEREAS, under the terms of the Exchange Agreement and the Operating Agreement,
Naptau is obligated to pay Noble USD$1,000,000 by September 3, 1995 for the
entering into of the Operating Agreement, and is obligated to pay a further
USD$1,000,000 by October 3, 1995 for the funding of the 1995 mining operations
on the Placer Mining Leases; and
WHEREAS, Naptau is unable to pay the sums due and owing until such time as the
company has been granted approval for its Registration Statement filed with the
United States Security and Exchange Commission on August 9, 1995, and granted a
listing on the NASDAQ Small Cap Market as soon as the listing requirements are
met; and
WHEREAS, both Noble and Naptau wish to have fulfilled the obligations of the
Exchange Agreement and Operating Agreement as soon as Naptau is in a position to
complete;
IT IS NOW THEREFORE AGREED that in consideration of the payment of TEN DOLLARS
($10) by Naptau to Noble, the receipt of which is hereby acknowledged, and the
mutual covenants and agreements hereinafter set forth, the parties hereto agree
as follows:
1. Noble hereby grants to Naptau an extension of the time period in which to pay
the sums due and owing under the Extension Agreement and the Operating Agreement
until December 31, 1995.
2. Naptau agrees to pay the sums due and owing under the Extension Agreement and
Operating Agreement as soon as the United States Security and Exchange
Commission accepts the Registration Statement of Naptau, and the company as a
consequence thereof is listed on the NASDAQ Small Cap Market.
3. This Agreement shall be construed in accordance with the laws of the Province
of British Columbia, Canada.
IN WITNESS WHEREOF THE PARTIES HERETO, CORPORATE PARTIES HAVING BEEN DULY
AUTHORIZED BY THEIR RESPECTIVE BOARDS OF DIRECTORS, HAVE SET THEIR HANDS AND
SEALS AS OF THE 1ST DAY OF SEPTEMBER, 1995.
NOBLE METAL GROUP INCORPORATED
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BY: XXXXXXX XXXXXX, PRES. BY: XXXXXXX X. XXXXXXX, DIRECTOR
NAPTAU GOLD CORPORATION
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BY: XXXXXX X. XXXXX, PRES.