AMENDMENT TO OPTION AGREEMENT
THIS AGREEMENT made as of the 27th day of February, 2001.
BETWEEN:
XXXXX X. XXXXXXXXX, Geologist, of Xxxxx 000,
0000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx
Xxxxxxxx X0X 0X0
(the "Optionor")
OF THE FIRST PART
AND:
SOUTHBORROUGH TECHNOLOGY CORPORATION, a company
duly incorporated pursuant to the laws of the
state of Nevada, and having an office at 0000
Xxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Optionee")
OF THE SECOND PART
WHEREAS:
A. The parties entered into an option agreement dated
November 20, 2000 (the "Agreement");
B. The parties wish to amend the Agreement to extend certain
dates for the allotment and issuance of shares to the Optionor.
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of
the mutual covenants and conditions herein contained and in
consideration of the sum of $1.00 paid by each party to the other
(the receipt of which is hereby acknowledged) the parties have
agreed and do hereby agree as follows:
1. The Agreement is hereby amended by deleting paragraph 3(c) and
replacing it with the following:
3. (c) The parties acknowledge and agree that the certificates
representing the Shares shall be endorsed with the following
legend pursuant to the United States Securities Act of 1933:
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE
NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE
"ACT"), AND HAVE BEEN OFFERED AND SOLD IN RELIANCE UPON
EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE ACT.
SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, TRANSFERRED,
PLEDGED OR RESOLD OR OTHERWISE TRANSFERRED UNLESS THEY ARE
REGISTERED UNDER THE APPLICABLE PROVISIONS OF THE ACT OR
ARE EXEMPT FROM SUCH REGISTRATION REQUIREMENTS.
2. The Agreement is hereby amended by deleting paragraph 4(b)(ii) and
replacing it with the following:
4. (b) The Option shall be exercised by the Optionee:
(ii) allotting and issuing to the Optionor, as fully paid
and non-assessable, the Shares as follows:
(A) 5,000 shares forthwith upon execution of this
Agreement; and
(B) 50,000 shares upon the completion of the third
phase of an exploration program on the Property
on or before October 31, 2002.
3. The Agreement is deemed to have been amended as of the
day and year first above written and, in all other respects, save
and except as herein provided, the Agreement is hereby confirmed.
4. This Agreement may be executed in counterparts which together
shall form one and the same instrument.
IN WITNESS WHEREOF the parties hereto have executed this Agreement
as of the day and year first above written.
SIGNED, SEALED AND DELIVERED )
BY XXXXX X. XXXXXXXXX )
in the presence of: )
)
)
/s/ Xxxxx Xxxxxx ) /s/ Xxxxx X. Xxxxxxxxx
------------------------------- ) -------------------------
Signature )
)
Xxxxx Xxxxxx )
------------------------------- )
Name )
)
304-595 Xxxx St. )
------------------------------- )
Address )
)
Vancouver, B.C. )
------------------------------- )
V6C 2T5
THE COMMON SEAL OF )
SOUTHBORROUGH TECHNOLOGY )
CORPORATION was hereunto )
affixed in the presence of: )
) c/s
/s/ Xxxx X. Xxxxxx )
------------------------------- )
Authorized Signatory